N-CSRS 1 scharf-ncsrs.htm SCHARF FUNDS SEMIANNUAL REPORT 3-31-19

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED
MANAGEMENT INVESTMENT COMPANIES




Investment Company Act file number 811-07959



Advisors Series Trust
(Exact name of registrant as specified in charter)



615 East Michigan Street
Milwaukee, WI 53202
(Address of principal executive offices) (Zip code)


Jeffrey T. Rauman, President/Chief Executive Officer
Advisors Series Trust
c/o U.S. Bancorp Fund Services, LLC
777 East Wisconsin Avenue, 5th Floor
Milwaukee, WI 53202
(Name and address of agent for service)



(414) 765-6872
(Registrant's telephone number, including area code)



Date of fiscal year end: September 30, 2019



Date of reporting period: March 31, 2019



Item 1. Reports to Stockholders.

 

 
SCHARF FUNDS

 

 
Scharf Fund
Institutional Class – LOGIX
Retail Class – LOGRX
 
Scharf Multi-Asset Opportunity Fund
Institutional Class – LOGOX
Retail Class – LOGBX
 
Scharf Global Opportunity Fund
Retail Class – WRLDX
 
Scharf Alpha Opportunity Fund
Retail Class – HEDJX
 

 
SEMI-ANNUAL REPORT
 
March 31, 2019
 

Scharf Investments, LLC
 

 
Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Funds’ shareholder reports will no longer be sent by mail, unless you specifically request paper copies of the reports from the Funds or from your financial intermediary, such as a broker-dealer or bank.  Instead, the reports will be made available on a website, and you will be notified by mail each time a report is posted and provided with a website link to access the report.
 
If you already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action.  You may elect to receive shareholder reports and other communications from the Funds or your financial intermediary electronically.
 
You may elect to receive all future reports in paper free of charge.  You can inform the Funds or your financial intermediary that you wish to continue receiving paper copies of your shareholder reports.  Your election to receive reports in paper may apply to all funds held within the fund complex and may apply to all funds held through your financial intermediary.
 

SCHARF FUNDS


TABLE OF CONTENTS

To Our Shareholders
2
Expense Examples
10
Sector Allocation of Portfolio Assets
13
Schedules of Investments
17
Statements of Assets and Liabilities
34
Statements of Operations
36
Statements of Changes in Net Assets
38
Statement of Cash Flows
44
Financial Highlights
45
Notes to Financial Statements
51
Notice to Shareholders
70
Householding
71
Approval of Investment Advisory Agreement
72
Privacy Notice
78




SCHARF FUNDS


TO OUR SHAREHOLDERS

 
PERFORMANCE AS OF 3/31/2019
 
SCHARF FUND
           
           
Since
Since
   
6
One
Three
Five
Inception
Inception
 
Cumulative:
Months
Year
Year
Year
12/30/2011
1/28/2015
 
  Scharf Fund – Institutional Class
  0.79%
8.90%
23.16%
43.71%
117.78%
N/A
 
  Scharf Fund – Retail Class
  0.66%
8.54%
22.10%
N/A
N/A
27.73%
 
  S&P 500® Index
-1.72%
9.50%
46.25%
67.81%
162.37%
54.38%
 
    (with dividends reinvested)
           
 
Annualized:
           
 
  Scharf Fund – Institutional Class
  7.19%
  7.52%
  11.33%
N/A
 
  Scharf Fund – Retail Class
  6.88%
N/A
N/A
  6.04%
 
  S&P 500® Index
13.51%
10.91%
  14.23%
10.98%
 
    (with dividends reinvested)
           
 
SCHARF MULTI-ASSET OPPORTUNITY FUND
   
           
Since
Since
   
6
One
Three
Five
Inception
Inception
 
Cumulative:
Months
Year
Year
Year
12/31/2012
1/21/2016
 
  Scharf Multi-Asset Opportunity
           
 
    Fund – Institutional Class
  1.00%
6.75%
19.03%
31.71%
  61.63%
N/A
 
  Scharf Multi-Asset Opportunity
           
 
    Fund – Retail Class
  0.89%
6.50%
18.11%
N/A
N/A
25.88%
 
  Lipper Balanced Funds Index
  0.20%
4.44%
24.89%
32.64%
  57.19%
33.64%
 
    (with dividends reinvested)
           
 
  Bloomberg Barclays U.S.
           
 
    Aggregate Bond Index
  4.63%
4.48%
  6.20%
14.48%
  14.23%
  8.44%
 
  S&P 500® Index
           
 
    (with dividends reinvested)
-1.72%
9.50%
46.25%
67.81%
126.18%
61.94%
 
Annualized:
           
 
  Scharf Multi-Asset Opportunity
           
 
    Fund – Institutional Class
  5.98%
  5.66%
    7.99%
N/A
 
  Scharf Multi-Asset Opportunity
           
 
    Fund – Retail Class
  5.71%
N/A
N/A
  7.48%
 
  Lipper Balanced Funds Index
  7.69%
  5.81%
    7.51%
  9.51%
 
    (with dividends reinvested)
           
 
  Bloomberg Barclays U.S.
           
 
    Aggregate Bond Index
  2.03%
  2.74%
    2.15%
  2.57%
 
  S&P 500® Index
           
 
    (with dividends reinvested)
13.51%
10.91%
  13.96%
16.30%


2

SCHARF FUNDS



 
SCHARF GLOBAL OPPORTUNITY FUND
       
         
Since
   
6
One
Three
Inception
 
Cumulative:
Months
Year
Year
10/14/2014
 
  Scharf Global Opportunity Fund
-0.75%
8.65%
32.80%
46.01%
 
  MSCI All Country World Index (Net)
-2.13%
2.60%
35.56%
39.80%
 
Annualized:
       
 
  Scharf Global Opportunity Fund
  9.92%
  8.86%
 
  MSCI All Country World Index (Net)
10.67%
  7.80%
 
SCHARF ALPHA OPPORTUNITY FUND
       
         
Since
   
6
One
Three
Inception
 
Cumulative:
Months
Year
Year
12/31/2015
 
  Scharf Alpha Opportunity Fund
  1.59%
4.29%
  1.56%
  3.68%
 
  HFRX Equity Hedge Index
-3.15%
-5.14%  
  8.85%
  5.66%
 
  Bloomberg Barclays U.S. Aggregate Bond Index
  4.63%
4.48%
  6.20%
  9.42%
 
  S&P 500® Index (with dividends reinvested)
-1.72%
9.50%
46.25%
48.22%
 
Annualized:
       
 
  Scharf Alpha Opportunity Fund
  0.52%
  1.12%
 
  HFRX Equity Hedge Index
  2.87%
  1.71%
 
  Bloomberg Barclays U.S. Aggregate Bond Index
  2.03%
  2.81%
 
  S&P 500® Index (with dividends reinvested)
13.51%
12.88%

Performance data quoted represents past performance; past performance does not guarantee future results.  The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost.  Current performance of the Funds may be lower or higher than the performance quoted.  Performance data current to the most recent month end may be obtained by calling 1-866-572-4273.
 
The gross expense ratios, as of the Funds’ registration statement dated January 28, 2019, for the Scharf Fund Institutional Class, Scharf Fund Retail Class, Scharf Multi-Asset Opportunity Fund Institutional Class, Scharf Multi-Asset Opportunity Fund Retail Class, Scharf Global Opportunity Fund, and Scharf Alpha Opportunity Fund are 1.12%, 1.37%, 1.46%, 1.71%, 1.88%, and 3.02%, respectively.  The net expense ratios, as of the Funds’ registration statement dated January 28, 2019, for the Scharf Fund Institutional Class, Scharf Fund Retail Class, Scharf Multi-Asset Opportunity Fund Institutional Class, Scharf Multi-Asset Opportunity Fund Retail Class, Scharf Global Opportunity Fund, and Scharf Alpha Opportunity Fund represent the percentages paid by investors and are 1.00%, 1.25%, 0.99%, 1.24%, 0.70%, and 1.97%, respectively, after fee waivers and expense reimbursements, including acquired fund fees and expenses, interest, taxes and extraordinary expenses. Scharf Investments, LLC (the “Adviser”), the Funds’ investment adviser, has contractually agreed to waive fees through January 27, 2020 for the Scharf Fund, Scharf Multi-Asset Opportunity Fund, Scharf Global Opportunity Fund, and Scharf Alpha Opportunity Fund.  The Scharf Fund charges a 2.00% redemption fee on redemptions or exchanges of fund shares that are made within 60 days of purchase.  The Scharf Multi-Asset Opportunity Fund, Scharf Global Opportunity Fund, and Scharf Alpha Opportunity Fund charge a 2.00% redemption fee on redemptions or exchanges of fund shares that are made within 15 days of purchase.  Had a redemption fee been included, returns would be lower.
 


3

SCHARF FUNDS


Dear Fellow Shareholders,
 
For the fiscal six months ended March 31, 2019, the Scharf Fund Institutional Class and Retail Class returned 0.79% and 0.66%, respectively, compared to the -1.72% return for the S&P 500® Index (“S&P 500”).  The key contributors to relative performance for the period were Dollar Tree, Inc., Starbucks Corp., Heineken N.V., and Aon plc.  The key detractors from relative performance were CVS Health Corp., Allergan plc, Sherwin-Williams Co., and Apple, Inc.  When looking over the past twelve months, the Scharf Fund Institutional Class and Retail Class returned 8.90% and 8.54%, respectively, compared to the 9.50% return for the S&P 500.
 
For the fiscal six months ended March 31, 2019, the Scharf Multi-Asset Opportunity Fund Institutional Class and Retail Class returned 1.00% and 0.89%, respectively, compared to the 0.20% return for the Lipper Balanced Funds Index, 4.63% return for the Bloomberg Barclays U.S. Aggregate Bond Index, and -1.72% return for the S&P 500.  The key contributors to relative performance for the period were Dollar Tree, Inc., Starbucks Corp., Heineken N.V., and Hershey Co.  The key detractors from relative performance for the period were CVS Health Corp., Allergan plc, Apple, Inc., and Sherwin-Williams Co.  When looking at the performance over the past twelve months, the Scharf Multi-Asset Opportunity Fund Institutional Class and Retail Class returned 6.75% and 6.50%, respectively, compared to the 4.44% return for the Lipper Balanced Funds Index, 4.48% return for the Bloomberg Barclays U.S. Aggregate Bond Index, and 9.50% return for the S&P 500.
 
For the fiscal six months ended March 31, 2019, the Scharf Global Opportunity Fund returned -0.75% compared to the -2.13% return for the MSCI All Country World Index (Net).  The key contributors to relative performance for the period were Starbucks Corp., Dollar Tree, Inc., Heineken N.V., and Comcast Corp. – Class A.  The key detractors from relative performance were CVS Health Corp., Allergan plc, Sony Corp., and Baidu, Inc. – ADR.  When looking at the performance over the past twelve months, the Scharf Global Opportunity Fund has returned 8.65% compared to the 2.60% return of the MSCI All Country World Index (Net).
 
For the fiscal six months ended March 31, 2019, the Scharf Alpha Opportunity Fund returned 1.59% compared to the -3.15% return for the HFRX Equity Hedge Index, the 4.63% return for the Bloomberg Barclays U.S. Aggregate Bond Index, and -1.72% return for the S&P 500.  The key contributors to relative performance for the period were Starbucks Corp., Dollar Tree, Inc., Comcast Corp. – Class A, and Heineken N.V.  The key detractors from relative performance were CVS Health Corp., Allergan plc, Sherwin-Williams Co., and Walgreens Boots Alliance Inc.  When looking over the past twelve months, the Scharf Alpha Opportunity Fund has returned 4.29% compared to the -5.14% return of the HFRX Equity Hedge Index, 4.48% return for the Bloomberg Barclays U.S. Aggregate Bond Index, and 9.50% return for the S&P 500.
 
MARKET COMMENTARY
 
A year ago, we were discussing the historic complacency of investors as measured by a lack of volatility in the equity markets.  We thought it curious that the same investors who cheered the Fed’s accommodative policies from 2009-2015 seemed to virtually ignore their retrenchment since 2016.  Similar to Dr. Frankenstein in Mary Shelley’s classic novel, the Fed has conducted an unorthodox experiment and created an intelligent but ambiguous creature –zero interest rates.  The creature roamed the investment landscape unfettered and inflated asset prices near and far for nearly a decade.  Now that the oddity is being wrangled, market

4

SCHARF FUNDS


participants are rightly scared about what happens next.  As a result, volatility exploded with the number of daily 1% or more S&P 500 moves increasing from 8 in 2017 to 64 in 2018.  There were ten 1% moves in December alone.
 
Meanwhile, asset prices dropped notably across the board in 2018.  Cash was the asset class leader in Q4 with the S&P 500 and most other asset classes down double digits.  Growth stocks, run away market leaders since 2009, were notable laggards in Q4, and remain historically expensive versus value stocks.  Investors should take heed of the quarter’s warning and closely scrutinize their investments and reassess individual risk tolerance and investment goals.
 
Asset Class
2018 Return
Q4 2018 Return
  Oil (United States Oil Fund LP)
-19.6%
-37.8%
  Non-US Stocks (MSCI ACWI ex. US)
-13.8%
-11.4%
  Small Cap Stocks (Russell 2000)
-11.0%
-20.2%
  Hedge Funds (HFRX Equity Hedge Index)
  -9.5%
  -8.6%
  Value Stocks (Russell 1000 Value)
  -8.3%
-11.7%
  Stock/Bond Blend (Lipper Balanced Funds Index)
  -4.7%
  -7.7%
  US Stocks (S&P 500)
  -4.4%
-13.5%
  Growth Stocks (Russell 1000 Growth)
  -1.5%
-15.9%
  US Treasury Bond (iShares 7-10 Year Treasury Bond ETF)
   1.0%
   3.9%
  Cash (BofAML 0-3 Month US T-Bill Index)
   1.8%
   0.6%
  Source: Bloomberg
   

Clearly, there is a myriad of additional risks that may upend a decade of economic expansion and market appreciation – domestic political discord, international conflict between China and the U.S., expanding U.S. budget deficits during good economic times, all time highs for global corporate debt as a percentage of GDP, China’s industrial production contraction and all time high debt levels, U.S. wage pressures and slowing global economic growth.  The Organization of Economic Co-operation and Development’s (OECD) composite leading indicators, “designed to anticipate turning points in global economic activity relative to trend six to nine months ahead,” has now slowed each and every month since January 2018.  Keep in mind, the OECD U.S. index has also been contracting since April.
 
When the Monster is at Your Door
 
Hoping the recent volatility subsides and the market returns to an escalator-like return experience is not an investment strategy.  Capitalizing on price swings and strengthening a portfolio with higher quality investments is one.
 
A key investment criterion we employ at Scharf Investments is superior earnings predictability or resilience.  High earnings predictability companies sell goods and services necessary in all sorts of economic climates, thereby removing the pitfalls of timing the purchase of stocks with wide earnings ranges.  Examples of leading companies, but nevertheless ones with low earnings predictability, include semi-conductor makers like Nvidia, which recently surprised investors by reducing earnings guidance by 30%.  An investor who purchased Nvidia at the close on September 24, 2018 at $281 per share is now down roughly 50%.  That same investor now needs Nvidia’s stock to appreciate roughly 100% to return to par.
 
Investing in a basket of high earnings predictability companies has been, we believe, key to our historical outperformance during economic and market contractions.  We typically seek
 


5

SCHARF FUNDS


companies with top decile earnings predictability and, in fact, have been intentionally increasing our portfolio’s median earnings predictability over the last few years.  It currently stands at 90 compared to just 67 for the S&P 500.
 
 
Source: Value Line
 
Earnings resilience offers some fundamental protection from the volatility monster as investors seek economic visibility in a crisis.  We painstakingly evaluate companies and their ability to deliver consistent earnings by not only modeling their future prospects but also reviewing their prior results in contractionary times.  The charts below summarize the current (as of 12/31/2018) portfolio’s earnings resilience during the Global Financial Crisis.  In other words, the chart shows what our companies we hold NOW actually did THEN.  Of course, companies and circumstances change, so past performance is no guarantee of future results, but directionally we believe a review to be instructive.
 
   

The charts underscore a terrifically important message in times of market volatility: a select portfolio of companies with high quality earnings is NOT “the market.”
 
Our current holdings delivered double digit earnings growth in the teeth of the Global Financial Crisis, the worst economic environment since the Great Depression.  Meanwhile, the S&P 500 – comprised of “the good, the bad and the ugly” – suffered two years of double digit earnings declines.  It is hardly surprising then that a basket of higher earnings predictability companies handily outperformed the market during the crisis and had recouped crisis losses by Q3 2009.  Investors in the S&P 500 had to wait two and half years later – until Q1 2012 – to accomplish
 


6

SCHARF FUNDS


the same feat!  When thinking about portfolio performance over a full market cycle, a Michael Jordan quote comes to mind – “Its not (important) how you start, its how you finish.”
 
INVESTMENT STRATEGY
 
The recent volatility has provided us an exciting opportunity to upgrade the portfolio in terms of both earnings predictability and balance sheet strength.
 
One of the many real-world implications of the extended low interest rate policy is that corporations have assumed record levels of debt.  Debt becomes a fixed cost when the economy and revenues contract and impairs shareholder earnings.  Amidst the market’s gyrations we have reduced exposure to portfolio companies with higher levels of debt and added exposure to companies with either lower levels of debt or even better, net cash positions.  Many of the companies we have trimmed or sold, while offering strong earnings to date, had nevertheless assumed historically high debt levels to finance recent acquisitions.  Disney, and their pending acquisition of 21st Century Fox, is a prime example.
 
Source: St. Louis Federal Reserve Economic Data
 
In tandem, the recent general decline in prices has allowed us to add exposure to highly recurrent earnings names like Heineken N.V. (beverage), Compass Group plc (cafeteria services), Cerner Corp. (healthcare software) and Cognizant Technology Solutions Corp. – Class A (IT consulting and business outsourcing).  We believe the current portfolio companies, selected for their very ability to persist through either expansion or contraction, offer compelling investment prospects and are attractively priced.  We estimate the current portfolios future 3 year EPS growth to be 11%, consistent with their 10 year trailing 13% growth and a heady tonic for the volatility monster.
 
IN CLOSING
 
For over 30 years, Scharf Investments, LLC has operated as an independent, employee-owned firm dedicated to providing the highest quality investment management services.  During this time, the firm has established a track record based on a disciplined investment approach.  That approach continues today with the Scharf Fund, the Scharf Multi-Asset Opportunity Fund, the Scharf Global Opportunity Fund, and the Scharf Alpha Opportunity Fund.
 
One of our core beliefs has always been that our personal interests should be aligned with those of our clients.  As such, every member of our investment committee is invested alongside our clients.  On a personal level, as the first and one of the largest individual shareholders in each of
 


7

SCHARF FUNDS


the Funds, my family has a significant interest in the Funds’ success.  As a shareholder, I hope you take comfort in the knowledge that having our own money invested alongside yours will be a powerful motivator to sharpen our focus.
 
We thank you for the trust and confidence you have placed in us.  We welcome your comments and questions.
 

Brian Krawez
President and Portfolio Manager
 
Active investing has higher management fees because of the manager’s increased level of involvement while passive investing has lower management and operating fees. Investing in both actively and passively managed mutual funds involves risk and principal loss is possible. Both actively and passively managed mutual funds generally have daily liquidity. There are no guarantees regarding the performance of actively and passively managed mutual funds. Actively managed mutual funds may have higher portfolio turnover than passively managed funds. Excessive turnover can limit returns and can incur capital gains.
 
Mutual fund investing involves risk.  Principal loss is possible.  The Funds may invest in securities representing equity or debt.  These securities may be issued by small- and medium-sized companies, which involve additional risks such as limited liquidity and greater volatility.  The Funds may invest in foreign securities which involve greater volatility, political, economic and currency risks, and differences in accounting methods.  These risks are greater for emerging markets.  The Funds may invest in exchange-traded funds (“ETFs”) or mutual funds, the risks of owning either generally reflecting the risks of owning the underlying securities held by the ETF or mutual fund.  The Funds follow an investment style that favors relatively low valuations.  Investment in debt securities typically decrease in value when interest rates rise.  This risk is usually greater for longer-term debt securities.  Investment in lower-rated, non-rated and distressed securities presents a greater risk of loss to principal and interest than higher-rated securities.  The Scharf Alpha Opportunity Fund may make short sales of securities, which involves the risk that losses may exceed the original amount invested. The Scharf Alpha Opportunity Fund may use leverage which may exaggerate the effect of any increase or decrease in the value of portfolio securities or the net asset value of the Fund, and money borrowed will be subject to interest costs.
 
Forward earnings and EPS Growth are not measures of the Funds’ future performance.
 
The S&P 500® Index is a broad based unmanaged index of 500 stocks, which is widely recognized as representative of the equity market in general.
 
The Lipper Balanced Funds Index is an index of open-end mutual funds whose primary objective is to conserve principal by maintaining at all times a balanced portfolio of both equities and bonds.
 
The Bloomberg Barclays U.S. Aggregate Bond Index is a broad based benchmark that measures the investment grade, U.S. dollar-denominated, fixed-rate taxable bond market, including Treasuries, government related and corporate securities.
 
MSCI All Country World Index (Net) is a broad measure of stock performance throughout the world, with the exception of U.S. based companies.
 
The HFRX Equity Hedge Index encompasses various equity hedge strategies, also known as long/short equity, that combine core long holdings of equities with short sales of stock, stock indices, related derivatives, or other financial instruments related to the equity markets.
 


8

SCHARF FUNDS


The S&P 500 Growth Index is a market-capitalization-weighted index developed by Standard and Poor’s consisting of those stocks within the S&P 500 Index that exhibit strong growth characteristics.
 
The S&P 500 Value Index is a market-capitalization-weighted index developed by Standard and Poor’s consisting of those stocks within the S&P 500 Index that exhibit strong value characteristics.
 
The Russell 1000® Value Index measures the performance of those Russell 1000® companies with lower price-to-book ratios and lower forecasted growth values.
 
The Russell 1000® Growth Index is an unmanaged market capitalization-weighted index of growth-oriented stocks of the largest U.S. domiciled companies that are included in the Russell 1000 Index. Growth-oriented stocks tend to have higher price-to-book ratios and higher forecasted growth values.
 
The Russell 2000® Index, an unmanaged index, is comprised of the 2,000 smallest companies in the Russell 3000® Index.
 
Par value, when referring to bonds, means the face value, or value at which the bond will be redeemed at maturity.
 
You cannot invest directly in an index.
 
Price to Earnings Ratio (P/E) is a valuation ratio of a company’s current share price compared to its per-share earnings.  Upside to historical median P/E and downside to historical median P/E are terms used to describe the adviser’s estimated reward and risk of an individual security.
 
Earnings Per Share is the portion of a company’s profit allocated to each outstanding share of common stock and serves as an indicator of a company’s profitability.
 
Value Line is an independent investment research and financial publishing firm.
 
The information provided herein represents the opinion of the Funds’ manager, is subject to change at any time, is not guaranteed and should not be considered investment advice.
 
The Funds’ holdings and sector allocations are subject to change at any time and should not be considered recommendations to buy or sell any security.  Please refer to the Schedule of Investments in this report for a complete list of Fund holdings.
 
Must be preceded or accompanied by a prospectus.
 
The Scharf Funds are distributed by Quasar Distributors, LLC.
 



9

SCHARF FUNDS


EXPENSE EXAMPLES at March 31, 2019 (Unaudited)

Shareholders in mutual funds generally incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments, redemption fees, and exchange fees; and (2) ongoing costs, including management fees, distribution and/or service fees, and other fund expenses. The Scharf Fund, Scharf Multi-Asset Opportunity Fund, Scharf Global Opportunity Fund, and the Scharf Alpha Opportunity Fund are no-load mutual funds. These Examples are intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds. The Example is based on an investment of $1,000 invested in the Scharf Fund, the Scharf Multi-Asset Opportunity Fund, the Scharf Global Opportunity Fund, and the Scharf Alpha Opportunity Fund at the beginning of the period and held for the entire period (10/1/18-3/31/19).
 
Actual Expenses
 
The first line of each table below provides information about actual account values and actual expenses, with actual net expenses being limited.  Per the operating expense limitation agreement, the actual net expenses are being limited to 0.99% and 1.24%, for the Scharf Fund Institutional Class and Retail Class, respectively, 0.98% and 1.23% for the Scharf Multi-Asset Opportunity Fund Institutional Class and Retail Class, respectively, 0.70% for the Scharf Global Opportunity Fund, and 1.00% for the Scharf Alpha Opportunity Fund.  Although the Funds charge no sales load or transaction fees, you will be assessed fees for outgoing wire transfers, returned checks, and stop payment orders at prevailing rates charged by U.S. Bancorp Fund Services, LLC, the Funds’ transfer agent.  The Examples below include, but are not limited to, management fees, fund accounting, custody and transfer agent fees. You may use the information in the first line of the tables, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
 
Hypothetical Example for Comparison Purposes
 
The second line of each table below provides information about hypothetical account values and hypothetical expenses based on the Funds’ actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Funds’ actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. Please note that the expenses shown in the tables are meant to highlight your ongoing costs only and will not help you determine the relative total costs of owning different funds, as they may charge transaction costs, such as sales charges (loads), redemption fees, or exchange fees.
 

 
10

SCHARF FUNDS

 
EXPENSE EXAMPLES at March 31, 2019 (Unaudited), Continued

 
Beginning
Ending
Expenses Paid
Annualized
 
Account Value
Account Value
During Period*
Expense
Scharf Fund
10/1/18
3/31/19
10/1/18-3/31/19
Ratio*
Institutional Class
       
Actual
$1,000.00
$1,007.90
$4.81
0.96%
Hypothetical (5% return
       
  before expenses)
$1,000.00
$1,020.14
$4.84
0.96%
Retail Class
       
Actual
$1,000.00
$1,006.60
$6.20
1.24%
Hypothetical (5% return
       
  before expenses)
$1,000.00
$1,018.75
$6.24
1.24%
         
 
Beginning
Ending
Expenses Paid
Annualized
Scharf Multi-Asset
Account Value
Account Value
During Period*
Expense
  Opportunity Fund
10/1/18
3/31/19
10/1/18-3/31/19
Ratio*
Institutional Class
       
Actual
$1,000.00
$1,010.00
$4.91
0.98%
Hypothetical (5% return
       
  before expenses)
$1,000.00
$1,020.04
$4.94
0.98%
Retail Class
       
Actual
$1,000.00
$1,008.90
$6.16
1.23%
Hypothetical (5% return
       
  before expenses)
$1,000.00
$1,018.80
$6.19
1.23%
         
 
Beginning
Ending
Expenses Paid
Annualized
Scharf Global
Account Value
Account Value
During Period*
Expense
  Opportunity Fund
10/1/18
3/31/19
10/1/18-3/31/19
Ratio*
Retail Class
       
Actual
$1,000.00
$   992.50
$2.83
0.57%
Hypothetical (5% return
       
  before expenses)
$1,000.00
$1,022.09
$2.87
0.57%

 

 
11

SCHARF FUNDS

 
EXPENSE EXAMPLES at March 31, 2019 (Unaudited), Continued

 
Beginning
Ending
Expenses Paid
Annualized
Scharf Alpha
Account Value
Account Value
During Period*
Expense
  Opportunity Fund
10/1/18
3/31/19
10/1/18-3/31/19
Ratio*
Retail Class
       
Actual(1)
$1,000.00
$1,015.90
$8.29
1.65%
Hypothetical (5% return
       
  before expenses)(1)
$1,000.00
$1,016.70
$8.30
1.65%

(1)
 
Excluding interest expense and dividends on short positions, your actual expenses would be $4.45 and your hypothetical expenses would be $4.46.
     
*
 
Expenses are equal to the Fund’s annualized expense ratio of each class, multiplied by the average account value over the period, multiplied by 182 (days in most recent fiscal half-year)/365 days to reflect the one-half year expense.








 
12

SCHARF FUND


SECTOR ALLOCATION OF PORTFOLIO ASSETS at March 31, 2019 (Unaudited)






The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”).  GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.
 



Percentages represent market value as a percentage of total investments.

13

SCHARF MULTI-ASSET OPPORTUNITY FUND


SECTOR ALLOCATION OF PORTFOLIO ASSETS at March 31, 2019 (Unaudited)





The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”).  GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.
 
Percentages represent market value as a percentage of total investments.

14

SCHARF GLOBAL OPPORTUNITY FUND


SECTOR ALLOCATION OF PORTFOLIO ASSETS at March 31, 2019 (Unaudited)






The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”).  GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.
 

Percentages represent market value as a percentage of total investments.

15

SCHARF Alpha OPPORTUNITY FUND


SECTOR ALLOCATION OF PORTFOLIO ASSETS at March 31, 2019 (Unaudited)






The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”).  GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.



Percentages represent market value as a percentage of total long investments.

16

SCHARF FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited)

Shares
 
COMMON STOCKS – 86.11%
 
Value
 
   
Banks – 1.77%
     
 
142,500
 
Wells Fargo & Co.
 
$
6,885,600
 
               
     
Beverages – 3.82%
       
 
140,473
 
Heineken N.V. (b)
   
14,824,782
 
               
     
Chemicals – 1.96%
       
 
17,646
 
Sherwin-Williams Co.
   
7,600,309
 
               
     
Communications Equipment – 1.90%
       
 
52,649
 
Motorola Solutions, Inc.
   
7,392,973
 
               
     
Diversified Financial Services – 3.72%
       
 
71,910
 
Berkshire Hathaway, Inc. – Class B (a)
   
14,446,000
 
               
     
Food & Staples Retailing – 5.53%
       
 
222,923
 
CVS Health Corp.
   
12,022,237
 
 
149,380
 
Walgreens Boots Alliance, Inc.
   
9,451,273
 
           
21,473,510
 
     
Food Products – 3.94%
       
 
133,385
 
Hershey Co.
   
15,316,600
 
               
     
Health Care Providers & Services – 2.22%
       
 
73,509
 
McKesson Corp.
   
8,604,964
 
               
     
Health Care Technology – 2.33%
       
 
158,499
 
Cerner Corp. (a)
   
9,067,728
 
               
     
Hotels, Restaurants & Leisure – 4.10%
       
 
348,480
 
Compass Group plc (b)
   
8,190,265
 
 
104,011
 
Starbucks Corp.
   
7,732,178
 
           
15,922,443
 
     
Insurance – 4.31%
       
 
98,152
 
Aon plc
   
16,754,546
 
               
     
Interactive Media & Services – 2.58%
       
 
8,556
 
Alphabet, Inc. – Class C (a)
   
10,038,840
 
               
     
Internet & Direct Marketing Retail – 4.04%
       
 
8,996
 
Booking Holdings, Inc. (a)
   
15,697,210
 
               
     
Internet Media – 1.72%
       
 
40,520
 
Baidu, Inc. – ADR (a)
   
6,679,722
 


The accompanying notes are an integral part of these financial statements.

17

SCHARF FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited), Continued

Shares
 
COMMON STOCKS – 86.11%, Continued
 
Value
 
   
IT Services – 4.20%
     
 
225,310
 
Cognizant Technology Solutions Corp. – Class A
 
$
16,323,709
 
               
     
Media – 6.20%
       
 
392,469
 
Comcast Corp. – Class A
   
15,690,911
 
 
91,710
 
Liberty Broadband Corp. (a)
   
8,413,475
 
           
24,104,386
 
     
Multiline Retail – 3.80%
       
 
140,477
 
Dollar Tree, Inc. (a)
   
14,755,704
 
               
     
Pharmaceuticals – 5.96%
       
 
98,382
 
Allergan plc
   
14,404,109
 
 
91,096
 
Novartis AG – ADR
   
8,757,969
 
           
23,162,078
 
     
Road & Rail – 4.02%
       
 
134,636
 
Kansas City Southern
   
15,615,083
 
               
     
Software – 14.01%
       
 
287,646
 
CDK Global, Inc.
   
16,919,338
 
 
193,594
 
Microsoft Corp.
   
22,832,476
 
 
273,447
 
Oracle Corp.
   
14,686,838
 
           
54,438,652
 
     
Specialty Retail – 3.98%
       
 
90,563
 
Advance Auto Parts, Inc.
   
15,443,708
 
     
TOTAL COMMON STOCKS
       
     
  (Cost $279,876,788)
   
334,548,547
 
               
     
PREFERRED STOCK – 2.07%
       
     
Semiconductors &
       
     
  Semiconductor Equipment – 2.07%
       
 
251,560
 
Samsung Electronics Co., Ltd., 2.96% (b)
   
8,033,697
 
     
TOTAL PREFERRED STOCK
       
     
  (Cost $4,082,982)
   
8,033,697
 


The accompanying notes are an integral part of these financial statements.

18

SCHARF FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited), Continued

Shares
 
SHORT-TERM INVESTMENTS – 11.59%
 
Value
 
   
Money Market Fund – 2.70%
     
 
10,494,168
 
First American Treasury Obligations
     
     
  Fund, Class Z, 2.33% (c)
 
$
10,494,168
 
     
TOTAL MONEY MARKET FUND
       
     
  (Cost $10,494,168)
   
10,494,168
 
               
Principal
           
Amount
           
     
U.S. Treasury Bills – 8.89%
       
$
23,300,000
 
2.33%, 4/25/19 (d)
   
23,263,749
 
 
11,347,000
 
2.36%, 6/6/19 (d)
   
11,298,010
 
     
TOTAL U.S. TREASURY BILLS
       
     
  (Cost $34,560,806)
   
34,561,759
 
     
TOTAL SHORT-TERM INVESTMENTS
       
     
  (Cost $45,054,974)
   
45,055,927
 
     
Total Investments in Securities
       
     
  (Cost $329,014,744) – 99.77%
   
387,638,171
 
     
Other Assets in Excess of Liabilities – 0.23%
   
883,306
 
     
TOTAL NET ASSETS – 100.00%
 
$
388,521,477
 

ADR
American Depository Receipt
(a)
Non-income producing security.
(b)
Foreign issuer.
(c)
Rate shown is the 7-day annualized yield as of March 31, 2019.
(d)
Rate shown is the discount rate at March 31, 2019.

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”).  GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.
 



The accompanying notes are an integral part of these financial statements.

19

SCHARF MULTI-ASSET OPPORTUNITY FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited)

Shares
 
COMMON STOCKS – 62.63%
 
Value
 
   
Banks – 1.33%
     
 
14,735
 
Wells Fargo & Co.
 
$
711,995
 
               
     
Beverages – 2.58%
       
 
13,110
 
Heineken N.V. (b)
   
1,383,560
 
               
     
Capital Markets – 0.63%
       
 
6,758
 
Oaktree Cap Group, LLC
   
335,535
 
               
     
Chemicals – 1.39%
       
 
1,732
 
Sherwin-Williams Co.
   
745,990
 
               
     
Communications Equipment – 1.37%
       
 
5,221
 
Motorola Solutions, Inc.
   
733,133
 
               
     
Diversified Financial Services – 2.69%
       
 
7,175
 
Berkshire Hathaway, Inc. – Class B (a)
   
1,441,386
 
               
     
Food & Staples Retailing – 3.94%
       
 
22,186
 
CVS Health Corp.
   
1,196,491
 
 
14,492
 
Walgreens Boots Alliance, Inc.
   
916,909
 
           
2,113,400
 
     
Food Products – 2.79%
       
 
13,009
 
Hershey Co.
   
1,493,823
 
               
     
Health Care Providers & Services – 1.59%
       
 
7,282
 
McKesson Corp.
   
852,431
 
               
     
Health Care Technology – 1.68%
       
 
15,718
 
Cerner Corp. (a)
   
899,227
 
               
     
Hotels, Restaurants & Leisure – 4.24%
       
 
32,300
 
Compass Group plc (b)
   
759,141
 
 
234,000
 
Domino’s Pizza Group plc (b)
   
737,555
 
 
10,398
 
Starbucks Corp.
   
772,988
 
           
2,269,684
 
     
Insurance – 2.76%
       
 
8,649
 
Aon plc
   
1,476,384
 
               
     
Interactive Media & Services – 1.84%
       
 
842
 
Alphabet, Inc. – Class C (a)
   
987,927
 
               
     
Internet & Direct Marketing Retail – 2.83%
       
 
870
 
Booking Holdings, Inc. (a)
   
1,518,072
 


The accompanying notes are an integral part of these financial statements.

20

SCHARF MULTI-ASSET OPPORTUNITY FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited), Continued

Shares
 
COMMON STOCKS – 62.63%, Continued
 
Value
 
   
Internet Media – 1.23%
     
 
3,985
 
Baidu, Inc. – ADR (a)
 
$
656,927
 
               
     
IT Services – 2.98%
       
 
22,025
 
Cognizant Technology Solutions Corp. – Class A
   
1,595,711
 
               
     
Media – 4.38%
       
 
37,780
 
Comcast Corp. – Class A
   
1,510,445
 
 
9,137
 
Liberty Broadband Corp. (a)
   
838,228
 
           
2,348,673
 
     
Multiline Retail – 2.65%
       
 
13,540
 
Dollar Tree, Inc. (a)
   
1,422,242
 
               
     
Pharmaceuticals – 4.22%
       
 
9,956
 
Allergan plc
   
1,457,658
 
 
8,371
 
Novartis AG – ADR
   
804,788
 
           
2,262,446
 
     
Road & Rail – 2.84%
       
 
13,135
 
Kansas City Southern
   
1,523,397
 
               
     
Software – 9.81%
       
 
27,448
 
CDK Global, Inc.
   
1,614,491
 
 
18,466
 
Microsoft Corp.
   
2,177,880
 
 
27,214
 
Oracle Corp.
   
1,461,664
 
           
5,254,035
 
     
Specialty Retail – 2.86%
       
 
8,972
 
Advance Auto Parts, Inc.
   
1,529,995
 
     
TOTAL COMMON STOCKS
       
     
  (Cost $27,833,156)
   
33,555,973
 
               
     
PREFERRED STOCKS – 6.02%
       
     
Closed-End Fund – 4.00%
       
 
42,653
 
GDL Fund – Series C, 4.00%
   
2,144,166
 
               
     
Semiconductors &
       
     
 Semiconductor Equipment – 2.02%
       
 
33,900
 
Samsung Electronics Co., Ltd., 2.96% (b)
   
1,082,614
 
     
TOTAL PREFERRED STOCKS
       
     
  (Cost $2,677,470)
   
3,226,780
 


The accompanying notes are an integral part of these financial statements.

21

SCHARF MULTI-ASSET OPPORTUNITY FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited), Continued

Shares
 
EXCHANGE-TRADED FUND – 1.29%
 
Value
 
 
5,675
 
SPDR Gold Shares (a)
 
$
692,407
 
     
TOTAL EXCHANGE-TRADED FUND
       
     
  (Cost $687,809)
   
692,407
 
               
Principal
           
Amount
 
CORPORATE BONDS – 8.22%
       
     
Beverages – 0.16%
       
     
Coca-Cola European Partners LLC
       
$
85,000
 
  4.50%, 9/1/2021
   
87,229
 
               
     
Communications Equipment – 0.76%
       
     
Motorola Solutions, Inc.
       
 
400,000
 
  3.50%, 9/1/2021
   
404,385
 
               
     
Computer and Electronic
       
     
  Product Manufacturing – 0.19%
       
     
Digital Equipment Corp.
       
 
89,000
 
  7.75%, 4/1/2023
   
99,567
 
               
     
Consumer Finance – 0.10%
       
     
Medtronic, Inc.
       
 
54,000
 
  2.50%, 3/15/2020
   
53,952
 
               
     
Food & Staples Retailing – 0.15%
       
     
Walgreens Boots Alliance, Inc.
       
 
82,000
 
  2.70%, 11/18/2019
   
81,946
 
               
     
Health Care Providers & Services – 0.06%
       
     
Express Scripts Holding Co.
       
 
34,000
 
  2.25%, 6/15/2019
   
33,950
 
               
     
Insurance – 0.06%
       
     
American International Group, Inc.
       
 
34,000
 
  2.30%, 7/16/2019
   
33,947
 
               
     
Internet Software & Services – 0.10%
       
     
eBay, Inc.
       
 
54,000
 
  2.20%, 8/1/2019
   
53,898
 
               
     
Media – 0.02%
       
     
Viacom, Inc.
       
 
11,000
 
  2.75%, 12/15/2019
   
10,957
 


The accompanying notes are an integral part of these financial statements.

22

SCHARF MULTI-ASSET OPPORTUNITY FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited), Continued

Principal
         
Amount
 
CORPORATE BONDS – 8.22%, Continued
 
Value
 
   
Petroleum and Coal
     
   
  Products Manufacturing – 3.04%
     
   
Murphy Oil USA, Inc.
     
$
1,022,000
 
  6.00%, 8/15/2023
 
$
1,051,383
 
 
557,000
 
  5.625%, 5/1/2027
   
579,280
 
           
1,630,663
 
     
Securities and Commodity Contracts
       
     
  Intermediation and Brokerage – 3.29%
       
     
Goldman Sachs Group, Inc.
       
 
2,281,000
 
  4.00%, (3 month LIBOR + 0.7675%) 6/1/2043 (c)
   
1,759,734
 
               
     
Specialty Retail – 0.29%
       
     
L Brands, Inc.
       
 
56,000
 
  7.00%, 5/1/2020
   
58,100
 
 
90,000
 
  6.625%, 4/1/2021
   
94,950
 
           
153,050
 
     
TOTAL CORPORATE BONDS
       
     
  (Cost $4,267,120)
   
4,403,278
 
               
     
MUNICIPAL BONDS – 6.88%
       
     
California Health Facilities Financing Authority,
       
     
  Revenue Bonds, Chinese Hospital Association
       
 
10,000
 
  3.00%, 6/1/2024, Series 2012
   
10,357
 
     
California Health Facilities Financing Authority,
       
     
  Revenue Bonds, Persons with
       
     
  Developmental Disabilities
       
 
80,000
 
  7.11%, 2/1/2021, Series 2011B
   
84,367
 
 
145,000
 
  7.875%, 2/1/2026, Series 2011B
   
157,140
 
     
California State, General Obligation, Highway Safety,
       
     
  Traffic Reduction, Air Quality and Port Security Bonds
       
 
90,000
 
  6.509%, 4/1/2039, Series 2009B
   
97,730
 
     
California State, General Obligation, Various Purpose
       
 
125,000
 
  6.20%, 10/1/2019
   
127,310
 
 
405,000
 
  5.60%, 11/1/2020
   
425,173
 
 
745,000
 
  6.65%, 3/1/2022, Series 2010
   
820,074
 
 
980,000
 
  7.95%, 3/1/2036, Series 2010
   
1,026,863
 


The accompanying notes are an integral part of these financial statements.

23

SCHARF MULTI-ASSET OPPORTUNITY FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited), Continued

Principal
         
Amount
 
MUNICIPAL BONDS – 6.88%, Continued
 
Value
 
   
Commonwealth of Massachusetts, Build America Bonds
     
$
205,000
 
  4.20%, 12/1/2021
 
$
210,574
 
     
State of California, Build America Bonds
       
 
35,000
 
  5.70%, 11/1/2021
   
37,929
 
 
15,000
 
  4.988%, 4/1/2039
   
16,192
 
     
State of Connecticut, Build America Bonds
       
 
100,000
 
  4.807%, 4/1/2022
   
102,081
 
 
240,000
 
  5.20%, 12/1/2022
   
259,080
 
 
25,000
 
  5.30%, 12/1/2023
   
27,560
 
 
10,000
 
  5.027%, 4/1/2024
   
10,227
 
     
State of Florida, Build America Bonds
       
 
10,000
 
  4.65%, 6/1/2020
   
10,035
 
     
State of Georgia, Economic Development Bonds
       
 
10,000
 
  3.24%, 10/1/2020
   
10,105
 
     
State of Georgia, School Construction Bonds
       
 
15,000
 
  4.35%, 2/1/2029
   
15,905
 
     
State of Illinois, Build America Bonds
       
 
100,000
 
  5.547%, 4/1/2019
   
100,000
 
 
20,000
 
  5.727%, 4/1/2020
   
20,522
 
     
State of Maryland, Build America Bonds
       
 
10,000
 
  4.10%, 3/1/2020
   
10,110
 
 
20,000
 
  4.20%, 3/1/2021
   
20,588
 
 
5,000
 
  4.55%, 8/15/2024
   
5,040
 
     
State of Michigan, General Obligation, School Loan
       
     
  and Refunding Bonds
       
 
40,000
 
  6.95%, 11/1/2020, Series 2009A
   
42,838
 
     
State of Ohio, Build America Bonds
       
 
35,000
 
  4.621%, 4/1/2020
   
35,719
 
     
TOTAL MUNICIPAL BONDS
       
     
  (Cost $3,821,999)
   
3,683,519
 


The accompanying notes are an integral part of these financial statements.

24

SCHARF MULTI-ASSET OPPORTUNITY FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited), Continued

Principal
         
Amount
 
U.S. TREASURY NOTE – 2.31%
 
Value
 
$
1,245,000
 
1.50%, 11/30/2019
 
$
1,237,292
 
     
TOTAL U.S. TREASURY NOTE
       
     
  (Cost $1,242,748)
   
1,237,292
 
               
     
U.S. TREASURY INFLATION INDEXED NOTE – 1.93%
       
 
1,039,390
 
0.125%, 4/15/2020
   
1,034,643
 
     
TOTAL U.S. TREASURY INFLATION
       
     
  INDEXED NOTE (Cost $1,024,779)
   
1,034,643
 
               
Shares
 
SHORT-TERM INVESTMENTS – 10.21%
       
     
Money Market Fund – 3.74%
       
 
2,002,714
 
First American Treasury Obligations
       
     
  Fund, Class Z, 2.33% (d)
   
2,002,714
 
     
TOTAL MONEY MARKET FUND
       
     
  (Cost $2,002,714)
   
2,002,714
 




The accompanying notes are an integral part of these financial statements.

25

SCHARF MULTI-ASSET OPPORTUNITY FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited), Continued

Principal
         
Amount
     
Value
 
   
U.S. Treasury Bills – 6.47%
     
$
100,000
 
2.33%, 4/25/19 (e)
 
$
99,844
 
 
1,500,000
 
2.36%, 6/6/19 (e)
   
1,493,524
 
 
1,000,000
 
2.36%, 9/12/19 (e)
   
989,238
 
 
900,000
 
2.32%, 1/2/20 (e)
   
883,975
 
     
TOTAL U.S. TREASURY BILLS
       
     
  (Cost $3,466,586)
   
3,466,581
 
     
TOTAL SHORT-TERM INVESTMENTS
       
     
  (Cost $5,469,300)
   
5,469,295
 
     
Total Investments in Securities
       
     
  (Cost $47,024,381) – 99.49%
   
53,303,187
 
     
Other Assets in Excess of Liabilities – 0.51%
   
272,894
 
     
TOTAL NET ASSETS – 100.00%
 
$
53,576,081
 

ADR
American Depository Receipt
LIBOR
London Interbank Offered Rate
(a)
Non-income producing security.
(b)
Foreign issuer.
(c)
Variable rate security.  Rate shown reflects the rate in effect as of March 31, 2019.
(d)
Rate shown is the 7-day annualized yield as of March 31, 2019.
(e)
Rate shown is the discount rate at March 31, 2019.

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”).  GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.
 



The accompanying notes are an integral part of these financial statements.

26

SCHARF GLOBAL OPPORTUNITY FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited)

Shares
 
COMMON STOCKS – 89.57%
 
Value
 
   
Auto Components – 1.33%
     
 
9,632
 
Gentex Corp.
 
$
199,190
 
 
11,208
 
Nexen Corp. (b)
   
61,219
 
           
260,409
 
     
Automobiles – 0.53%
       
 
4,600
 
Subaru Corp. (b)
   
104,696
 
               
     
Beverages – 4.05%
       
 
7,524
 
Heineken N.V. (b)
   
794,043
 
               
     
Chemicals – 1.93%
       
 
878
 
Sherwin-Williams Co.
   
378,163
 
               
     
Diversified Financial Services – 3.93%
       
 
3,839
 
Berkshire Hathaway, Inc. – Class B (a)
   
771,217
 
               
     
Food & Staples Retailing – 4.77%
       
 
17,352
 
CVS Health Corp.
   
935,793
 
               
     
Food Products – 1.34%
       
 
2,758
 
Nestle SA – ADR
   
262,893
 
               
     
Health Care Providers & Services – 3.03%
       
 
5,080
 
McKesson Corp.
   
594,665
 
               
     
Hotels, Restaurants & Leisure – 9.69%
       
 
32,575
 
Compass Group plc (b)
   
765,605
 
 
360,500
 
Domino’s Pizza Group plc (b)
   
1,136,276
 
           
1,901,881
 
     
Household Durables – 2.41%
       
 
11,213
 
Sony Corp. – ADR
   
473,637
 
               
     
Insurance – 6.47%
       
 
89,615
 
AIA Group Ltd. (b)
   
892,160
 
 
2,217
 
Aon plc
   
378,442
 
           
1,270,602
 
     
Interactive Media & Services – 2.43%
       
 
10,396
 
Tencent Holdings Ltd. – ADR
   
478,008
 
               
     
Internet & Direct Marketing Retail – 3.92%
       
 
441
 
Booking Holdings, Inc. (a)
   
769,505
 


The accompanying notes are an integral part of these financial statements.

27

SCHARF GLOBAL OPPORTUNITY FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited), Continued

Shares
 
COMMON STOCKS – 89.57%, Continued
 
Value
 
   
Internet Media – 4.85%
     
 
5,780
 
Baidu, Inc. – ADR (a)
 
$
952,833
 
               
     
IT Services – 3.97%
       
 
10,754
 
Cognizant Technology Solutions Corp. – Class A
   
779,127
 
               
     
Media – 3.87%
       
 
18,980
 
Comcast Corp. – Class A
   
758,821
 
               
     
Multiline Retail – 1.98%
       
 
3,693
 
Dollar Tree, Inc. (a)
   
387,913
 
               
     
Pharmaceuticals – 11.39%
       
 
7,173
 
Allergan plc
   
1,050,199
 
 
12,328
 
Novartis AG – ADR
   
1,185,214
 
           
2,235,413
 
     
Road & Rail – 4.10%
       
 
6,938
 
Kansas City Southern
   
804,669
 
               
     
Software – 9.80%
       
 
6,940
 
CDK Global, Inc.
   
408,211
 
 
6,463
 
Microsoft Corp.
   
762,246
 
 
14,037
 
Oracle Corp.
   
753,927
 
           
1,924,384
 
     
Specialty Retail – 3.78%
       
 
4,353
 
Advance Auto Parts, Inc.
   
742,317
 
     
TOTAL COMMON STOCKS
       
     
  (Cost $15,944,114)
   
17,580,989
 
               
     
PREFERRED STOCKS – 7.50%
       
     
Auto Components – 0.57%
       
 
14,157
 
Nexen Corp., 2.19% (b)
   
45,523
 
 
19,043
 
Nexen Tire Corp., 2.65% (b)
   
66,351
 
           
111,874
 
     
Capital Markets – 0.33%
       
 
2,000
 
Korea Investment Holdings Co., Ltd., 5.11% (b)
   
64,312
 
               
     
Containers & Packaging – 0.05%
       
 
5,450
 
NPC, 4.62% (b)
   
10,395
 


The accompanying notes are an integral part of these financial statements.

28

SCHARF GLOBAL OPPORTUNITY FUND

SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited), Continued

Shares
 
PREFERRED STOCKS – 7.50%, Continued
 
Value
 
   
Personal Products – 0.47%
     
 
1,440
 
AMOREPACIFIC Group, 1.06% (b)
 
$
37,044
 
 
75
 
LG Household & Health Care Ltd., 1.11% (b)
   
55,237
 
           
92,281
 
     
Semiconductors &
       
     
  Semiconductor Equipment – 6.08%
       
 
37,380
 
Samsung Electronics Co., Ltd., 2.96% (b)
   
1,193,749
 
     
TOTAL PREFERRED STOCKS
       
     
  (Cost $1,075,276)
   
1,472,611
 
               
     
MONEY MARKET FUND – 2.73%
       
 
536,771
 
First American Treasury Obligations
       
     
  Fund, Class Z, 2.33% (c)
   
536,771
 
     
TOTAL MONEY MARKET FUND
       
     
  (Cost $536,771)
   
536,771
 
     
Total Investments in Securities
       
     
  (Cost $17,556,161) – 99.80%
   
19,590,371
 
     
Other Assets in Excess of Liabilities – 0.20%
   
38,272
 
     
TOTAL NET ASSETS – 100.00%
 
$
19,628,643
 

ADR
American Depository Receipt
(a)
Non-income producing security.
(b)
Foreign issuer.
(c)
Rate shown is the 7-day annualized yield as of March 31, 2019.

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”).  GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.
 


The accompanying notes are an integral part of these financial statements.

29

SCHARF GLOBAL OPPORTUNITY FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited), Continued

COUNTRY ALLOCATION

Country
% of Net Assets
United States
   
56.3
%
 
United Kingdom
   
9.7
%
 
Republic of Korea
   
7.8
%
 
Switzerland
   
7.4
%
 
Cayman Islands
   
7.3
%
 
Hong Kong
   
4.5
%
 
Netherlands
   
4.0
%
 
Japan
   
3.0
%
 
     
100.0
%
 




The accompanying notes are an integral part of these financial statements.

30

SCHARF ALPHA OPPORTUNITY FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited)

Shares
 
COMMON STOCKS – 97.58%
 
Value
 
   
Banks – 2.87%
     
 
11,374
 
Wells Fargo & Co.
 
$
549,592
 
               
     
Beverages – 4.01%
       
 
7,268
 
Heineken N.V. (b)
   
767,027
 
               
     
Chemicals – 2.08%
       
 
925
 
Sherwin-Williams Co. (d)
   
398,407
 
               
     
Communications Equipment – 2.10%
       
 
2,866
 
Motorola Solutions, Inc. (d)
   
402,444
 
               
     
Diversified Financial Services – 4.30%
       
 
4,099
 
Berkshire Hathaway, Inc. – Class B (a) (d)
   
823,447
 
               
     
Food & Staples Retailing – 5.84%
       
 
11,748
 
CVS Health Corp. (d)
   
633,569
 
 
7,677
 
Walgreens Boots Alliance, Inc. (d)
   
485,724
 
           
1,119,293
 
     
Food Products – 4.18%
       
 
6,962
 
Hershey Co.
   
799,446
 
               
     
Health Care Providers & Services – 3.74%
       
 
6,112
 
McKesson Corp. (d)
   
715,471
 
               
     
Health Care Technology – 2.05%
       
 
6,844
 
Cerner Corp. (a)
   
391,545
 
               
     
Hotels, Restaurants & Leisure – 4.70%
       
 
18,855
 
Compass Group plc (b)
   
443,146
 
 
6,134
 
Starbucks Corp.
   
456,002
 
           
899,148
 
     
Insurance – 4.21%
       
 
4,718
 
Aon plc (d)
   
805,363
 
               
     
Interactive Media & Services – 2.71%
       
 
442
 
Alphabet, Inc. – Class C (a)
   
518,603
 
               
     
Internet & Direct Marketing Retail – 4.07%
       
 
446
 
Booking Holdings, Inc. (a) (d)
   
778,230
 
               
     
Internet Media – 1.88%
       
 
2,178
 
Baidu, Inc. – ADR (a)
   
359,043
 


The accompanying notes are an integral part of these financial statements.

31

SCHARF ALPHA OPPORTUNITY FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited), Continued

Shares
 
COMMON STOCKS – 97.58%, Continued
 
Value
 
   
IT Services – 4.60%
     
 
12,162
 
Cognizant Technology Solutions Corp. – Class A (d)
 
$
881,137
 
               
     
Media – 7.37%
       
 
23,175
 
Comcast Corp. – Class A (d)
   
926,537
 
 
5,281
 
Liberty Broadband Corp. (a)
   
484,479
 
           
1,411,016
 
     
Multiline Retail – 3.19%
       
 
5,807
 
Dollar Tree, Inc. (a)
   
609,967
 
               
     
Pharmaceuticals – 9.19%
       
 
6,394
 
Allergan plc (d)
   
936,145
 
 
8,575
 
Novartis AG – ADR (d)
   
824,401
 
           
1,760,546
 
     
Road & Rail – 4.43%
       
 
7,307
 
Kansas City Southern (d)
   
847,466
 
               
     
Software – 15.16%
       
 
15,157
 
CDK Global, Inc.
   
891,535
 
 
10,629
 
Microsoft Corp. (d)
   
1,253,584
 
 
14,102
 
Oracle Corp. (d)
   
757,418
 
           
2,902,537
 
     
Specialty Retail – 3.84%
       
 
4,311
 
Advance Auto Parts, Inc. (d)
   
735,155
 
               
     
Technology Hardware,
       
     
  Storage & Peripherals – 1.06%
       
 
206
 
Samsung Electronics Co., Ltd. (b)
   
202,086
 
     
TOTAL COMMON STOCKS
       
     
  (Cost $16,528,720)
   
18,676,969
 


The accompanying notes are an integral part of these financial statements.

32

SCHARF ALPHA OPPORTUNITY FUND


SCHEDULE OF INVESTMENTS at March 31, 2019 (Unaudited), Continued

Shares
 
MONEY MARKET FUND – 1.78%
 
Value
 
 
341,412
 
First American Treasury Obligations
     
     
  Fund, Class Z, 2.33% (c)
 
$
341,412
 
     
TOTAL MONEY MARKET FUND
       
     
  (Cost $341,412)
   
341,412
 
     
Total Investments in Securities
       
     
  (Cost $16,870,132) – 99.36%
   
19,018,381
 
     
Other Assets in Excess of Liabilities – 0.64%
   
122,281
 
     
TOTAL NET ASSETS – 100.00%
 
$
19,140,662
 

ADR
American Depository Receipt
(a)
Non-income producing security.
(b)
Foreign issuer.
(c)
Rate shown is the 7-day annualized yield as of March 31, 2019.
(d)
All or a portion of the security has been segregated for open short positions.



 

 
SCHEDULE OF SECURITIES SOLD SHORT at March 31, 2019 (Unaudited)

Shares
 
SECURITIES SOLD SHORT – 56.56%
 
Value
 
   
Exchange-Traded Funds – 56.56%
     
 
30,495
 
Invesco QQQ Trust Series 1
 
$
5,478,732
 
 
18,932
 
SPDR S&P 500 ETF Trust
   
5,347,911
 
     
TOTAL SECURITIES SOLD SHORT
       
     
  (Proceeds $9,848,036)
 
$
10,826,643
 

ETF
Exchange-Traded Fund

The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and Standard & Poor’s Financial Services LLC (“S&P”).  GICS is a service mark of MSCI and S&P and has been licensed for use by U.S. Bancorp Fund Services, LLC.
 



The accompanying notes are an integral part of these financial statements.

33

SCHARF FUNDS


STATEMENTS OF ASSETS AND LIABILITIES at March 31, 2019 (Unaudited)

         
Scharf Multi-Asset
 
   
Scharf Fund
   
Opportunity Fund
 
ASSETS
           
Investments in securities, at value (identified cost
           
  $329,014,744 and $47,024,381, respectively)
 
$
387,638,171
   
$
53,303,187
 
Receivables:
               
Investments sold
   
387,662
     
 
Fund shares issued
   
982,823
     
281,732
 
Dividends and interest
   
264,504
     
142,311
 
Dividend tax reclaim
   
104,926
     
14,761
 
Prepaid expenses
   
27,460
     
23,082
 
Total assets
   
389,405,546
     
53,765,073
 
LIABILITIES
               
Payables:
               
Investments purchased
   
     
91,734
 
Fund shares redeemed
   
406,820
     
25,025
 
Advisory fees
   
255,373
     
22,619
 
Shareholder servicing fees
   
68,652
     
9,820
 
Administration and fund accounting fees
   
52,344
     
12,390
 
Audit fees
   
10,960
     
10,960
 
12b-1 distribution fees
   
48,951
     
4,453
 
Custody fees
   
11,086
     
4,513
 
Transfer agent fees and expenses
   
10,912
     
3,513
 
Shareholder reporting
   
16,393
     
2,205
 
Chief Compliance Officer fee
   
1,760
     
1,760
 
Legal fees
   
720
     
 
Accrued other expenses
   
98
     
 
Total liabilities
   
884,069
     
188,992
 
NET ASSETS
 
$
388,521,477
   
$
53,576,081
 
CALCULATION OF NET ASSET VALUE PER SHARE
               
Institutional Shares
               
Net assets applicable to shares outstanding
 
$
318,805,338
   
$
48,003,715
 
Shares issued and outstanding [unlimited number of shares
               
  (par value $0.01) authorized]
   
7,366,634
     
1,514,268
 
Net asset value, offering and redemption price per share
 
$
43.28
   
$
31.70
 
Retail Shares
               
Net assets applicable to shares outstanding
 
$
69,716,139
   
$
5,572,366
 
Shares issued and outstanding [unlimited number of shares
               
  (par value $0.01) authorized]
   
1,617,620
     
175,999
 
Net asset value, offering and redemption price per share
 
$
43.10
   
$
31.66
 
COMPOSITION OF NET ASSETS
               
Paid-in capital
 
$
310,858,103
   
$
45,594,105
 
Total distributable earnings
   
77,663,374
     
7,981,976
 
Net assets
 
$
388,521,477
   
$
53,576,081
 


The accompanying notes are an integral part of these financial statements.

34

SCHARF FUNDS


STATEMENTS OF ASSETS AND LIABILITIES at March 31, 2019 (Unaudited)

   
Scharf Global
   
Scharf Alpha
 
   
Opportunity Fund
   
Opportunity Fund
 
ASSETS
           
Investments in securities, at value (identified cost
           
  $17,556,161 and $16,870,132, respectively)
 
$
19,590,371
   
$
19,018,381
 
Cash
   
     
13,540
 
Deposits at broker for short securities
   
     
10,971,928
 
Receivables:
               
Fund shares issued
   
     
5,500
 
Dividends and interest
   
57,399
     
7,774
 
Dividend tax reclaim
   
11,347
     
7,620
 
Due from Adviser (Note 4)
   
7,941
     
3,842
 
Prepaid expenses
   
13,631
     
17,102
 
Total assets
   
19,680,689
     
30,045,687
 
LIABILITIES
               
Securities sold short (proceeds $0
               
  and $9,848,036, respectively)
   
     
10,826,643
 
Payables:
               
Dividends on short positions
   
     
23,345
 
Shareholder servicing fees
   
6,612
     
5,827
 
Administration and fund accounting fees
   
8,258
     
8,099
 
Audit fees
   
10,213
     
10,212
 
12b-1 distribution fees
   
18,179
     
21,217
 
Custody fees
   
3,792
     
3,403
 
Transfer agent fees and expenses
   
1,998
     
2,053
 
Shareholder reporting
   
1,230
     
1,161
 
Chief Compliance Officer fee
   
1,760
     
1,760
 
Accrued other expenses
   
4
     
1,305
 
Total liabilities
   
52,046
     
10,905,025
 
NET ASSETS
 
$
19,628,643
   
$
19,140,662
 
CALCULATION OF NET ASSET VALUE PER SHARE
               
Retail Shares
               
Net assets applicable to shares outstanding
 
$
19,628,643
   
$
19,140,662
 
Shares issued and outstanding [unlimited number of shares
               
  (par value $0.01) authorized]
   
692,121
     
787,696
 
Net asset value, offering and
               
  redemption price per share
 
$
28.36
   
$
24.30
 
COMPOSITION OF NET ASSETS
               
Paid-in capital
 
$
16,034,572
   
$
18,529,111
 
Total distributable earnings
   
3,594,071
     
611,551
 
Net assets
 
$
19,628,643
   
$
19,140,662
 


The accompanying notes are an integral part of these financial statements.

35

SCHARF FUNDS


STATEMENTS OF OPERATIONS For the Six Months Ended March 31, 2019 (Unaudited)

         
Scharf Multi-Asset
 
   
Scharf Fund
   
Opportunity Fund
 
INVESTMENT INCOME
           
Income
           
Dividends (net of foreign tax withheld and issuance
           
  fees of $66,176 and $7,081, respectively)
 
$
2,716,611
   
$
316,948
 
Interest
   
389,478
     
259,250
 
Total income
   
3,106,089
     
576,198
 
Expenses
               
Advisory fees (Note 4)
   
1,739,075
     
257,450
 
Shareholder servicing fees – Institutional Class (Note 6)
   
113,485
     
22,831
 
Shareholder servicing fees – Retail Class (Note 6)
   
33,280
     
3,174
 
Administration and fund accounting fees (Note 4)
   
127,094
     
37,196
 
12b-1 distribution fees – Retail Class (Note 5)
   
83,200
     
7,936
 
Transfer agent fees and expenses (Note 4)
   
28,682
     
11,755
 
Registration fees
   
23,685
     
15,709
 
Custody fees (Note 4)
   
19,562
     
7,330
 
Reports to shareholders
   
11,232
     
1,195
 
Audit fees
   
10,974
     
10,974
 
Trustee fees and expenses
   
9,518
     
7,350
 
Miscellaneous expenses
   
5,913
     
3,186
 
Chief Compliance Officer fee (Note 4)
   
4,760
     
4,760
 
Legal fees
   
4,074
     
3,777
 
Insurance expense
   
3,511
     
1,058
 
Total expenses
   
2,218,045
     
395,681
 
Less: advisory fee waiver (Note 4)
   
(249,004
)
   
(132,895
)
Net expenses
   
1,969,041
     
262,786
 
Net investment income
   
1,137,048
     
313,412
 
REALIZED AND UNREALIZED GAIN/(LOSS) ON
               
  INVESTMENTS AND FOREIGN CURRENCY
               
Net realized gain/(loss) on:
               
Investments
   
23,721,195
     
2,046,321
 
Foreign currency
   
(3,714
)
   
(50
)
Net change in unrealized depreciation on:
               
Investments
   
(22,747,584
)
   
(1,887,805
)
Foreign currency
   
(1,248
)
   
(438
)
Net realized and unrealized gain on
               
  investments and foreign currency
   
968,649
     
158,028
 
Net Increase in Net Assets
               
  Resulting from Operations
 
$
2,105,697
   
$
471,440
 


The accompanying notes are an integral part of these financial statements.

36

SCHARF FUNDS


STATEMENTS OF OPERATIONS For the Six Months Ended March 31, 2019 (Unaudited)

   
Scharf Global
   
Scharf Alpha
 
   
Opportunity Fund
   
Opportunity Fund
 
INVESTMENT INCOME
           
Income
           
Dividends (net of foreign tax withheld and issuance
           
  fees of $10,482 and $4,039, respectively)
 
$
184,627
   
$
150,205
 
Interest
   
10,902
     
59,498
 
Total income
   
195,529
     
209,703
 
Expenses
               
Advisory fees (Note 4)
   
112,701
     
100,498
 
Administration and fund accounting fees (Note 4)
   
25,883
     
25,544
 
12b-1 distribution fees – Retail Class (Note 5)
   
14,799
     
15,227
 
Registration fees
   
12,183
     
12,561
 
Shareholder servicing fees – Retail Class (Note 6)
   
10,246
     
9,136
 
Audit fees
   
10,225
     
10,226
 
Custody fees (Note 4)
   
7,883
     
6,726
 
Trustee fees and expenses
   
7,324
     
7,174
 
Transfer agent fees and expenses (Note 4)
   
6,413
     
6,763
 
Chief Compliance Officer fee (Note 4)
   
4,760
     
4,760
 
Legal fees
   
3,693
     
3,693
 
Miscellaneous expenses
   
3,604
     
6,275
 
Insurance expense
   
924
     
884
 
Reports to shareholders
   
852
     
795
 
Interest expense (Note 7)
   
     
38
 
Total expenses before dividends
               
  on short positions
   
221,490
     
210,300
 
Dividends on short positions
   
     
77,957
 
Total expenses before advisory fee waiver
               
  and expense reimbursement
   
221,490
     
288,257
 
Less: advisory fee waiver and
               
  expense reimbursement (Note 4)
   
(157,162
)
   
(120,386
)
Net expenses
   
64,328
     
167,871
 
Net investment income
   
131,201
     
41,832
 
REALIZED AND UNREALIZED GAIN/(LOSS)
               
  ON INVESTMENTS, FOREIGN CURRENCY
               
  AND SECURITIES SOLD SHORT
               
Net realized gain/(loss) on:
               
Investments
   
1,077,885
     
966,280
 
Foreign currency
   
(305
)
   
49
 
Securities sold short
   
     
(796,578
)
Net change in unrealized appreciation/(depreciation) on:
               
Investments
   
(2,049,178
)
   
(871,181
)
Foreign currency
   
(449
)
   
(5
)
Securities sold short
   
     
971,678
 
Net realized and unrealized gain/(loss) on investments,
               
  foreign currency and securities sold short
   
(972,047
)
   
270,243
 
Net Increase/(Decrease) in Net Assets
               
  Resulting from Operations
 
$
(840,846
)
 
$
312,075
 


The accompanying notes are an integral part of these financial statements.

37

SCHARF FUND


STATEMENTS OF CHANGES IN NET ASSETS

   
Six Months Ended
       
   
March 31, 2019
   
Year Ended
 
   
(Unaudited)
   
September 30, 2018
 
INCREASE/(DECREASE) IN NET ASSETS FROM:
           
OPERATIONS
           
Net investment income
 
$
1,137,048
   
$
2,762,190
 
Net realized gain/(loss) from:
               
Investments
   
23,721,195
     
37,326,161
 
Foreign currency
   
(3,714
)
   
4,956
 
Net change in unrealized depreciation on:
               
Investments
   
(22,747,584
)
   
(1,872,835
)
Foreign currency
   
(1,248
)
   
(297
)
Net increase in net assets resulting from operations
   
2,105,697
     
38,220,175
 
DISTRIBUTIONS TO SHAREHOLDERS
               
Net dividends and distributions to shareholders –
               
  Institutional Class shares
   
(28,255,080
)
   
(13,115,918
)
Net dividends and distributions to shareholders –
               
  Retail Class shares
   
(5,377,670
)
   
(2,185,843
)
Total distributions to shareholders
   
(33,632,750
)
   
(15,301,761
)
CAPITAL SHARE TRANSACTIONS
               
Net decrease in net assets derived
               
  from net change in outstanding shares (a)
   
(521,153
)
   
(179,275,337
)
Total decrease in net assets
   
(32,048,206
)
   
(156,356,923
)
NET ASSETS
               
Beginning of period
   
420,569,683
     
576,926,606
 
End of period
 
$
388,521,477
   
$
420,569,683
 


The accompanying notes are an integral part of these financial statements.

38

SCHARF FUND


STATEMENTS OF CHANGES IN NET ASSETS, Continued

(a)
A summary of share transactions is as follows:

Institutional Class
     
Six Months Ended
             
     
March 31, 2019
   
Year Ended
 
     
(Unaudited)
   
September 30, 2018
 
     
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
 
Shares sold
   
740,071
   
$
30,863,903
     
918,803
   
$
40,683,762
 
 
Shares issued on
                               
 
  reinvestments of distributions
   
651,632
     
28,129,135
     
294,773
     
13,070,222
 
 
Shares redeemed*
   
(1,521,516
)
   
(63,766,105
)
   
(4,791,034
)
   
(210,561,075
)
 
Net decrease
   
(129,813
)
 
$
(4,773,067
)
   
(3,577,458
)
 
$
(156,807,091
)
 
* Net of redemption fees of
         
$
4,857
           
$
3,164
 
                                   
Retail Class
                               
     
Six Months Ended
                 
     
March 31, 2019
   
Year Ended
 
     
(Unaudited)
   
September 30, 2018
 
     
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
 
Shares sold
   
284,324
   
$
11,549,020
     
94,182
   
$
4,196,546
 
 
Shares issued on
                               
 
  reinvestments of distributions
   
124,893
     
5,376,209
     
49,331
     
2,179,918
 
 
Shares redeemed*
   
(306,992
)
   
(12,673,315
)
   
(653,191
)
   
(28,844,711
)
 
Net increase/(decrease)
   
102,225
   
$
4,251,914
     
(509,678
)
 
$
(22,468,247
)
 
* Net of redemption fees of
         
$
1,886
           
$
65
 



The accompanying notes are an integral part of these financial statements.

39

SCHARF MULTI-ASSET OPPORTUNITY FUND


STATEMENTS OF CHANGES IN NET ASSETS

   
Six Months Ended
       
   
March 31, 2019
   
Year Ended
 
   
(Unaudited)
   
September 30, 2018
 
INCREASE/(DECREASE) IN NET ASSETS FROM:
           
OPERATIONS
           
Net investment income
 
$
313,412
   
$
610,400
 
Net realized gain/(loss) from:
               
Investments
   
2,046,321
     
2,911,525
 
Foreign currency
   
(50
)
   
(1,987
)
Net change in unrealized appreciation/(depreciation) on:
               
Investments
   
(1,887,805
)
   
(53,551
)
Foreign currency
   
(438
)
   
273
 
Net increase in net assets resulting from operations
   
471,440
     
3,466,660
 
DISTRIBUTIONS TO SHAREHOLDERS
               
Net dividends and distributions to shareholders –
               
  Institutional Class
   
(2,944,104
)
   
(1,184,539
)
Net dividends and distributions to shareholders –
               
  Retail Class
   
(411,268
)
   
(164,551
)
Total distributions to shareholders
   
(3,355,372
)
   
(1,349,090
)
CAPITAL SHARE TRANSACTIONS
               
Net increase/(decrease) in net assets derived from
               
  net change in outstanding shares (a)
   
2,733,446
     
(17,449,572
)
Total decrease in net assets
   
(150,486
)
   
(15,332,002
)
NET ASSETS
               
Beginning of period
   
53,726,567
     
69,058,569
 
End of period
 
$
53,576,081
   
$
53,726,567
 

 

 
The accompanying notes are an integral part of these financial statements.

40

SCHARF MULTI-ASSET OPPORTUNITY FUND

 
STATEMENTS OF CHANGES IN NET ASSETS, Continued

(a)
A summary of share transactions is as follows:

Institutional Class
     
Six Months Ended
             
     
March 31, 2019
   
Year Ended
 
     
(Unaudited)
   
September 30, 2018
 
     
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
 
Shares sold
   
135,965
   
$
4,232,793
     
152,690
   
$
4,967,643
 
 
Shares issued on
                               
 
  reinvestments of distributions
   
97,356
     
2,943,076
     
36,628
     
1,184,198
 
 
Shares redeemed
   
(99,994
)
   
(3,076,454
)
   
(669,433
)
   
(21,676,720
)
 
Net increase/(decrease)
   
133,327
   
$
4,099,415
     
(480,115
)
 
$
(15,524,879
)
                                   
Retail Class
                               
     
Six Months Ended
                 
     
March 31, 2019
   
Year Ended
 
     
(Unaudited)
   
September 30, 2018
 
     
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
 
Shares sold
   
   
$
     
26,301
   
$
849,386
 
 
Shares issued on
                               
 
  reinvestments of distributions
   
13,613
     
411,268
     
5,099
     
164,551
 
 
Shares redeemed
   
(57,724
)
   
(1,777,237
)
   
(91,087
)
   
(2,938,630
)
 
Net decrease
   
(44,111
)
 
$
(1,365,969
)
   
(59,687
)
 
$
(1,924,693
)



The accompanying notes are an integral part of these financial statements.

41

SCHARF GLOBAL OPPORTUNITY FUND


STATEMENTS OF CHANGES IN NET ASSETS

   
Six Months Ended
       
   
March 31, 2019
   
Year Ended
 
   
(Unaudited)
   
September 30, 2018
 
INCREASE/(DECREASE) IN NET ASSETS FROM:
           
OPERATIONS
           
Net investment income
 
$
131,201
   
$
281,568
 
Net realized gain/(loss) from:
               
Investments
   
1,077,885
     
2,412,864
 
Foreign currency
   
(305
)
   
(1,216
)
Purchased options
   
     
(89,226
)
Net change in unrealized appreciation/(depreciation) on:
               
Investments
   
(2,049,178
)
   
499,805
 
Foreign currency
   
(449
)
   
(238
)
Purchased options
   
     
17,780
 
Net increase/(decrease) in net
               
  assets resulting from operations
   
(840,846
)
   
3,121,337
 
DISTRIBUTIONS TO SHAREHOLDERS
               
Net dividends and distributions to shareholders
   
(2,215,779
)
   
(1,811,431
)
Total distributions to shareholders
   
(2,215,779
)
   
(1,811,431
)
CAPITAL SHARE TRANSACTIONS
               
Net decrease in net assets derived
               
  from net change in outstanding shares (a)
   
(5,667,323
)
   
(3,264,460
)
Total decrease in net assets
   
(8,723,948
)
   
(1,954,554
)
NET ASSETS
               
Beginning of period
   
28,352,591
     
30,307,145
 
End of period
 
$
19,628,643
   
$
28,352,591
 

(a)
A summary of share transactions is as follows:

     
Six Months Ended
             
     
March 31, 2019
   
Year Ended
 
     
(Unaudited)
   
September 30, 2018
 
     
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
 
Shares sold
   
14,971
   
$
437,958
     
162,303
   
$
4,782,771
 
 
Shares issued on
                               
 
  reinvestments of distributions
   
82,036
     
2,215,780
     
61,634
     
1,811,431
 
 
Shares redeemed*
   
(310,608
)
   
(8,321,061
)
   
(336,697
)
   
(9,858,662
)
 
Net decrease
   
(213,601
)
 
$
(5,667,323
)
   
(112,760
)
 
$
(3,264,460
)
 
* Net of redemption fees of
         
$
           
$
4
 


The accompanying notes are an integral part of these financial statements.

42

SCHARF ALPHA OPPORTUNITY FUND


STATEMENTS OF CHANGES IN NET ASSETS

   
Six Months Ended
       
   
March 31, 2019
   
Year Ended
 
   
(Unaudited)
   
September 30, 2018
 
INCREASE/(DECREASE) IN NET ASSETS FROM:
           
OPERATIONS
           
Net investment income/(loss)
 
$
41,832
   
$
(18,359
)
Net realized gain/(loss) from:
               
Investments
   
966,280
     
1,726,775
 
Foreign currency
   
49
     
(26
)
Securities sold short
   
(796,578
)
   
(2,399,251
)
Net change in unrealized appreciation/(depreciation) on:
               
Investments
   
(871,181
)
   
428,206
 
Foreign currency
   
(5
)
   
(4
)
Securities sold short
   
971,678
     
391,800
 
Net increase in net assets
               
  resulting from operations
   
312,075
     
129,141
 
DISTRIBUTIONS TO SHAREHOLDERS
               
Net dividends and distributions to shareholders
   
     
(463,472
)
Total distributions to shareholders
   
     
(463,472
)
CAPITAL SHARE TRANSACTIONS
               
Net decrease in net assets derived
               
  from net change in outstanding shares (a)
   
(2,165,489
)
   
(3,800,988
)
Total decrease in net assets
   
(1,853,414
)
   
(4,135,319
)
NET ASSETS
               
Beginning of period
   
20,994,076
     
25,129,395
 
End of period
 
$
19,140,662
   
$
20,994,076
 

(a)
A summary of share transactions is as follows:

     
Six Months Ended
             
     
March 31, 2019
   
Year Ended
 
     
(Unaudited)
   
September 30, 2018
 
     
Shares
   
Paid-in Capital
   
Shares
   
Paid-in Capital
 
 
Shares sold
   
47,339
   
$
1,139,861
     
112,877
   
$
2,660,266
 
 
Shares issued on
                               
 
  reinvestments of distributions
   
     
     
16,096
     
382,590
 
 
Shares redeemed*
   
(137,321
)
   
(3,305,350
)
   
(289,635
)
   
(6,843,844
)
 
Net decrease
   
(89,982
)
 
$
(2,165,489
)
   
(160,662
)
 
$
(3,800,988
)
 
* Net of redemption fees of
         
$
172
           
$
52
 


The accompanying notes are an integral part of these financial statements.

43

SCHARF ALPHA OPPORTUNITY FUND


STATEMENT OF CASH FLOWS For the Six Months Ended March 31, 2019 (Unaudited)

Increase/(decrease) in cash —
     
 
     
Cash flows from operating activities:
     
Net increase/(decrease) in net assets from operations
 
$
312,075
 
Adjustments to reconcile net increase/(decrease) in
       
  net assets from operations to net cash provided by operating activities:
       
Purchases of investment securities
   
(7,100,024
)
Proceeds for sales of investment securities
   
8,551,490
 
Proceeds on securities sold short
   
2,989,843
 
Closed short sale transactions
   
(3,794,537
)
Proceeds for short-term investments, net
   
(91,713
)
Decrease in deposits at broker
   
871,077
 
Increase in dividends and interest receivable
   
(4,624
)
Increase in due from Adviser
   
(2,411
)
Increase in prepaid expenses and other assets
   
(6,423
)
Decrease in payable for dividends on short positions
   
(24,242
)
Decrease in accrued administration fees
   
(483
)
Increase in 12b-1 distribution and service fees
   
5,720
 
Increase in compliance fees
   
261
 
Increase in custody fees
   
1,280
 
Decrease in transfer agent fees and expenses
   
(203
)
Decrease in other accrued expenses
   
(9,396
)
Unrealized depreciation on securities
   
(100,465
)
Net realized gain on investments
   
(169,734
)
Proceeds received through merger
   
749,070
 
Net cash provided by operating activities
   
2,176,561
 
 
       
Cash flows from financing activities:
       
Proceeds from shares sold
   
1,134,361
 
Payment on shares redeemed
   
(3,315,020
)
Distributions paid in cash
   
 
Net cash used in financing activities
   
(2,180,659
)
 
       
Net decrease in cash
   
(4,098
)
 
       
Cash:
       
Beginning balance
   
17,638
 
Ending balance
 
$
13,540
 
 
       
Supplemental information:
       
Non-cash financing activities not included herein consists of dividend
       
  reinvestment of dividends and distributions
 
$
 
Cash paid for interest
 
$
38
 


The accompanying notes are an integral part of these financial statements.

44

SCHARF FUND


FINANCIAL HIGHLIGHTS For a share outstanding throughout each period

Institutional Class
   
Six Months
                               
   
Ended
                               
   
March 31,
                               
   
2019
   
Year Ended September 30,
 
   
(Unaudited)
   
2018
   
2017
   
2016
   
2015
   
2014
 
Net asset value,
                                   
  beginning of period
 
$
46.72
   
$
44.08
   
$
40.47
   
$
38.24
   
$
39.00
   
$
32.43
 
                                                 
Income from
                                               
  investment operations:
                                               
Net investment income^
   
0.13
     
0.26
     
0.09
     
0.06
     
0.03
     
0.05
 
Net realized and unrealized
                                               
  gain on investments and
                                               
  foreign currency
   
0.16
     
3.61
     
3.59
     
3.53
     
0.60
     
6.56
 
Total from
                                               
  investment operations
   
0.29
     
3.87
     
3.68
     
3.59
     
0.63
     
6.61
 
                                                 
Less distributions:
                                               
From net
                                               
  investment income
   
(0.39
)
   
(0.08
)
   
(0.07
)
   
(0.02
)
   
(0.03
)
   
(0.02
)
From net realized
                                               
  gain on investments
   
(3.34
)
   
(1.15
)
   
     
(1.34
)
   
(1.36
)
   
(0.02
)
Total distributions
   
(3.73
)
   
(1.23
)
   
(0.07
)
   
(1.36
)
   
(1.39
)
   
(0.04
)
Paid-in capital from
                                               
  redemption fees^#
   
0.00
     
0.00
     
0.00
     
0.00
     
0.00
     
0.00
 
Net asset value, end of period
 
$
43.28
   
$
46.72
   
$
44.08
   
$
40.47
   
$
38.24
   
$
39.00
 
                                                 
Total return
   
0.79
%‡
   
8.93
%
   
9.10
%
   
9.52
%
   
1.62
%
   
20.39
%
                                                 
Ratios/supplemental data:
                                               
Net assets, end
                                               
  of period (thousands)
 
$
318,805
   
$
350,205
   
$
488,084
   
$
508,930
   
$
377,974
   
$
188,453
 
Ratio of expenses
                                               
  to average net assets:
                                               
Before fee waivers
   
1.09
%†
   
1.08
%
   
1.20
%
   
1.19
%
   
1.26
%
   
1.30
%
After fee waivers
   
0.96
%†
 
0.96
%~    
1.07
%
   
1.05
%
   
1.13
%**
   
1.25
%
Ratio of net investment
                                               
  income/(loss) to average
                                               
  net assets:
                                               
Before fee waivers
   
0.50
%†
   
0.47
%
   
0.09
%
   
0.02
%
   
(0.05
)%
   
0.08
%
After fee waivers
   
0.63
%†
   
0.59
%
   
0.22
%
   
0.16
%
   
0.08
%
   
0.13
%
Portfolio turnover rate
   
28.54
%‡
   
39.71
%
   
21.63
%
   
30.58
%
   
33.85
%
   
31.20
%

**
 
Effective January 28, 2015, the adviser contractually agreed to lower the net annual operating expense limit to 1.09%.
^
 
Based on average shares outstanding.
 
Annualized.
 
Not annualized.
#
 
Amount is less than $0.01.
~
 
Effective January 28, 2018, the adviser contractually agreed to lower the net annual operating expense limit to 0.99%.


The accompanying notes are an integral part of these financial statements.

45

SCHARF FUND


FINANCIAL HIGHLIGHTS For a share outstanding throughout each period

Retail Class
   
Six Months
                     
January 28,
 
   
Ended
                     
2015*

   
March 31,
                     
to
 
   
2019
   
Year Ended September 30,
   
September 30,
 
   
(Unaudited)
   
2018
   
2017
   
2016
   
2015
 
Net asset value,
                               
  beginning of period
 
$
46.43
   
$
43.87
   
$
40.32
   
$
38.21
   
$
38.85
 
                                         
Income from
                                       
  investment operations:
                                       
Net investment gain/(loss)^
   
0.07
     
0.12
     
(0.02
)
   
(0.05
)
   
(0.02
)
Net realized and unrealized
                                       
  gain/(loss) on investments
                                       
  and foreign currency
   
0.17
     
3.59
     
3.57
     
3.52
     
(0.62
)
Total from
                                       
  investment operations
   
0.24
     
3.71
     
3.55
     
3.47
     
(0.64
)
                                         
Less distributions:
                                       
From net investment income
   
(0.23
)
   
     
     
(0.02
)
   
 
From net realized
                                       
  gain on investments
   
(3.34
)
   
(1.15
)
   
     
(1.34
)
   
 
Total distributions
   
(3.57
)
   
(1.15
)
   
     
(1.36
)
   
 
Paid-in capital
                                       
  from redemption fees^#
   
0.00
     
0.00
     
0.00
     
0.00
     
0.00
 
Net asset value, end of period
 
$
43.10
   
$
46.43
   
$
43.87
   
$
40.32
   
$
38.21
 
                                         
Total return
   
0.66
%‡
   
8.58
%
   
8.80
%
   
9.20
%
   
(1.65
)%‡
                                         
Ratios/supplemental data:
                                       
Net assets, end of
                                       
  period (thousands)
 
$
69,716
   
$
70,365
   
$
88,843
   
$
98,293
   
$
41,551
 
Ratio of expenses to
                                       
  average net assets:
                                       
Before fee waivers
   
1.37
%†
   
1.39
%
   
1.47
%
   
1.47
%
   
1.53
%†
After fee waivers
   
1.24
%†
 
1.27
%~    
1.34
%
   
1.34
%
   
1.34
%†
Ratio of net investment income/
                                       
  (loss) to average net assets:
                                       
Before fee waivers
   
0.22
%†
   
0.16
%
   
(0.17
)%
   
(0.25
)%
   
(0.27
)%†
After fee waivers
   
0.35
%†
   
0.28
%
   
(0.04
)%
   
(0.12
)%
   
(0.08
)%†
Portfolio turnover rate
   
28.54
%‡
   
39.71
%
   
21.63
%
   
30.58
%
   
33.85
%‡**

*
 
Commencement of operations.
^
 
Based on average shares outstanding.
 
Annualized.
 
Not annualized.
#
 
Amount is less than $0.01.
**
 
Portfolio turnover calculated for the year ended September 30, 2015.
~
 
Effective January 28, 2018, the adviser contractually agreed to lower the net annual operating expense limit to 1.24%.


The accompanying notes are an integral part of these financial statements.

46

SCHARF MULTI-ASSET OPPORTUNITY FUND


FINANCIAL HIGHLIGHTS For a share outstanding throughout each period

Institutional Class
   
Six Months
                               
   
Ended
                               
   
March 31,
                               
   
2019
   
Year Ended September 30,
 
   
(Unaudited)
   
2018
   
2017
   
2016
   
2015
   
2014
 
Net asset value,
                                   
  beginning of period
 
$
33.58
   
$
32.27
   
$
30.60
   
$
29.60
   
$
30.46
   
$
27.16
 
                                                 
Income from
                                               
  investment operations:
                                               
Net investment income
 
0.20
^  
0.34

 
0.15
^  
0.14
^  
0.08
^    
0.14
 
Net realized and unrealized
                                               
  gain on investments and
                                               
  foreign currency
   
0.04
     
1.67
     
1.94
     
2.08
     
0.34
     
3.60
 
Total from
                                               
  investment operations
   
0.24
     
2.01
     
2.09
     
2.22
     
0.42
     
3.74
 
                                                 
Less distributions:
                                               
From net
                                               
  investment income
   
(0.49
)
   
(0.07
)
   
(0.20
)
   
(0.07
)
   
(0.10
)
   
(0.14
)
From net realized
                                               
  gain on investments
   
(1.63
)
   
(0.63
)
   
(0.22
)
   
(1.15
)
   
(1.18
)
   
(0.30
)
Total distributions
   
(2.12
)
   
(0.70
)
   
(0.42
)
   
(1.22
)
   
(1.28
)
   
(0.44
)
Paid-in capital from
                                               
  redemption fees
   
     
   
0.00
^#  
0.00
^#  
0.00
^#    
 
Net asset value, end of period
 
$
31.70
   
$
33.58
   
$
32.27
   
$
30.60
   
$
29.60
   
$
30.46
 
                                                 
Total return
   
1.00
%‡
   
6.32
%
   
6.94
%
   
7.68
%
   
1.38
%
   
13.93
%
                                                 
Ratios/supplemental data:
                                               
Net assets, end of
                                               
  period (thousands)
 
$
48,004
   
$
46,366
   
$
60,061
   
$
53,485
   
$
47,064
   
$
37,935
 
Ratio of expenses to
                                               
  average net assets:
                                               
Before fee waivers
   
1.49
%†
   
1.44
%
   
1.47
%
   
1.47
%
   
1.45
%
   
1.69
%
After fee waivers
   
0.98
%†
   
0.97
%
   
1.02
%**
   
1.08
%
   
1.20
%
   
1.20
%
Ratio of net investment income
                                               
  to average net assets:
                                               
Before fee waivers
   
0.73
%†
   
0.59
%
   
0.04
%
   
0.08
%
   
0.00
%
   
0.13
%
After fee waivers
   
1.24
%†
   
1.06
%
   
0.49
%
   
0.47
%
   
0.25
%
   
0.62
%
Portfolio turnover rate
   
22.69
%‡
   
36.29
%
   
30.04
%
   
34.43
%
   
39.09
%
   
36.18
%

**
 
Effective June 30, 2017, the adviser contractually agreed to lower the net annual operating expense limit to 0.98%.
^
 
Based on average shares outstanding.
 
Annualized.
 
Not annualized.
#
 
Amount is less than $0.01.


The accompanying notes are an integral part of these financial statements.

47

SCHARF MULTI-ASSET OPPORTUNITY FUND


FINANCIAL HIGHLIGHTS For a share outstanding throughout each period

Retail Class
   
Six Months
               
January 21,
 
   
Ended
               
2016*

   
March 31,
   
Year Ended
   
to
 
   
2019
   
September 30,
   
September 30,
 
   
(Unaudited)
   
2018
   
2017
   
2016
 
Net asset value, beginning of period
 
$
33.44
   
$
32.16
   
$
30.54
   
$
27.68
 
                                 
Income from investment operations:
                               
Net investment income^
   
0.15
     
0.26
     
0.07
     
0.05
 
Net realized and unrealized gain on
                               
  investments and foreign currency
   
0.06
     
1.65
     
1.94
     
2.81
 
Total from investment operations
   
0.21
     
1.91
     
2.01
     
2.86
 
                                 
Less distributions:
                               
From net investment income
   
(0.36
)
   
0.00
     
(0.17
)
   
 
From net realized gain on investments
   
(1.63
)
   
(0.63
)
   
(0.22
)
   
 
Total distributions
   
(1.99
)
   
(0.63
)
   
(0.39
)
   
 
Net asset value, end of period
 
$
31.66
   
$
33.44
   
$
32.16
   
$
30.54
 
                                 
Total return
   
0.89
%‡
   
6.00
%
   
6.68
%
   
10.33
%‡
                                 
Ratios/supplemental data:
                               
Net assets, end of period (thousands)
 
$
5,572
   
$
7,361
   
$
8,998
   
$
6,990
 
Ratio of expenses to average net assets:
                               
Before fee waivers
   
1.74
%†
   
1.70
%
   
1.73
%
   
1.75
%†
After fee waivers
   
1.23
%†
   
1.23
%
 
1.28
%~    
1.30
%†
Ratio of net investment income/(loss)
                               
  to average net assets:
                               
Before fee waivers
   
0.48
%†
   
0.33
%
   
(0.21
)%
   
(0.23
)%†
After fee waivers
   
0.99
%†
   
0.80
%
   
0.24
%
   
0.22
%†
Portfolio turnover rate
   
22.69
%‡
   
36.29
%
   
30.04
%
   
34.43
%‡**

*
 
Commencement of operations.
~
 
Effective June 30, 2017, the adviser contractually agreed to lower the net annual operating expense limit to 1.23%.
^
 
Based on average shares outstanding.
**
 
Portfolio turnover calculated for the year ended September 30, 2016.
 
Annualized.
 
Not annualized.


The accompanying notes are an integral part of these financial statements.

48

SCHARF GLOBAL OPPORTUNITY FUND


FINANCIAL HIGHLIGHTS For a share outstanding throughout each period

Retail Class
   
Six Months
                     
October 14,
 
   
Ended
                     
2014*

   
March 31,
                     
to
 
   
2019
   
Year Ended September 30,
   
September 30,
 
   
(Unaudited)
   
2018
   
2017
   
2016
   
2015
 
Net asset value,
                               
  beginning of period
 
$
31.30
   
$
29.76
   
$
26.89
   
$
24.87
   
$
24.00
 
                                         
Income from
                                       
  investment operations:
                                       
Net investment income
   
0.20
     
0.31
   
0.18
^    
0.16
     
0.19
 
Net realized and unrealized
                                       
  gain/(loss) on investments
                                       
  and foreign currency
   
(0.55
)
   
3.05
     
3.03
     
3.06
     
0.71
 
Total from investment operations
   
(0.35
)
   
3.36
     
3.21
     
3.22
     
0.90
 
                                         
Less distributions:
                                       
From net
                                       
  investment income
   
(0.28
)
   
(0.21
)
   
(0.14
)
   
(0.20
)
   
(0.03
)
From net realized gain
                                       
  on investments
   
(2.31
)
   
(1.61
)
   
(0.20
)
   
(1.00
)
   
 
Total distributions
   
(2.59
)
   
(1.82
)
   
(0.34
)
   
(1.20
)
   
(0.03
)
Paid-in capital
                                       
  from redemption fees
   
   
0.00
^#  
0.00
^#    
     
 
Net asset value, end of period
 
$
28.36
   
$
31.30
   
$
29.76
   
$
26.89
   
$
24.87
 
                                         
Total return
   
-0.75
%‡
   
11.72
%
   
12.10
%
   
13.21
%
   
3.75
%‡
                                         
Ratios/supplemental data:
                                       
Net assets, end of
                                       
  period (thousands)
 
$
19,629
   
$
28,353
   
$
30,307
   
$
27,444
   
$
18,348
 
Ratio of expenses to
                                       
  average net assets:
                                       
Before fee waivers and
                                       
  expense reimbursement
   
1.95
%†
   
1.72
%
   
1.90
%
   
1.97
%
   
2.36
%†
After fee waivers and
                                       
  expense reimbursement
   
0.57
%†
 
0.52
%~    
0.65
%
   
0.55
%
   
0.50
%†
Ratio of net investment income/
                                       
  (loss) to average net assets:
                                       
Before fee waivers and
                                       
  expense reimbursement
   
(0.23
)%†
   
(0.26
)%
   
(0.60
)%
   
(0.74
)%
   
(1.01
)%†
After fee waivers and
                                       
  expense reimbursement
   
1.15
%†
   
0.94
%
   
0.65
%
   
0.68
%
   
0.85
%†
Portfolio turnover rate
   
46.96
%‡
   
65.99
%
   
75.78
%
   
52.75
%
   
60.44
%‡**

*
 
Commencement of operations.
^
 
Based on average shares outstanding.
 
Annualized.
 
Not annualized.
**
 
Portfolio turnover calculated for the period ended September 30, 2015.
#
 
Amount is less than $0.01.
~
 
Effective January 28, 2018, the adviser contractually changed the net annual operating expense limit to 0.70%.


The accompanying notes are an integral part of these financial statements.

49

SCHARF ALPHA OPPORTUNITY FUND


FINANCIAL HIGHLIGHTS For a share outstanding throughout each period

Retail Class
   
Six Months
               
December 31,
 
   
Ended
               
2015*

   
March 31,
   
Year Ended
   
to
 
   
2019
   
September 30,
   
September 30,
 
   
(Unaudited)
   
2018
   
2017
   
2016
 
Net asset value, beginning of period
 
$
23.92
   
$
24.20
   
$
24.52
   
$
24.00
 
                                 
Income from investment operations:
                               
Net investment income/(loss)
 
0.05
^    
(0.04
)
   
(0.19
)
 
(0.21
)^
Net realized and unrealized gain/(loss)
                               
  on investments, foreign currency
                               
  and securities sold short
   
0.33
     
0.23
     
(0.03
)
   
0.73
 
Total from investment operations
   
0.38
     
0.19
     
(0.22
)
   
0.52
 
                                 
Less distributions:
                               
From net realized gain
                               
  on investments
   
     
(0.47
)
   
(0.10
)
   
 
Total distributions
   
     
(0.47
)
   
(0.10
)
   
 
Paid-in capital from redemption fees
 
0.00
^  
0.00
^#    
     
 
Net asset value, end of period
 
$
24.30
   
$
23.92
   
$
24.20
   
$
24.52
 
                                 
Total return
   
1.59
%‡
   
0.79
%
   
(0.89
)%
   
2.17
%‡
                                 
Ratios/supplemental data:
                               
Net assets, end of period (thousands)
 
$
19,141
   
$
20,994
   
$
25,129
   
$
25,021
 
Ratio of expenses to average net assets:
                               
Before fee waivers and
                               
  expense reimbursement
   
2.85
%†
   
2.88
%
   
3.15
%
   
3.98
%†
After fee waivers
                               
  and expense reimbursement
   
1.66
%†
   
1.84
%
   
2.14
%
   
2.53
%†
Ratio of net investment income/(loss)
                               
  to average net assets:
                               
Before fee waivers and
                               
  expense reimbursement
   
(0.78
)%†
   
(1.12
)%
   
(1.77
)%
   
(2.62
)%†
After fee waivers and
                               
  expense reimbursement
   
0.41
%†
   
(0.08
)%
   
(0.76
)%
   
(1.17
)%†
Portfolio turnover rate
   
35.66
%‡
   
59.57
%
   
27.42
%
   
25.13
%‡

*
 
Commencement of operations.
^
 
Based on average shares outstanding.
 
Annualized.
 
Not annualized.


The accompanying notes are an integral part of these financial statements.

50

SCHARF FUNDS


NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited)

NOTE 1 – ORGANIZATION
 
The Scharf Fund, the Scharf Multi-Asset Opportunity Fund, the Scharf Global Opportunity Fund, and the Scharf Alpha Opportunity Fund (each a “Fund” and collectively, the “Funds”) are each a series of Advisors Series Trust (the “Trust”), which is registered under the Investment Company Act of 1940, as amended, (the “1940 Act”) as an open-end management investment company. The Scharf Fund, the Scharf Multi-Asset Opportunity Fund, the Scharf Global Opportunity Fund and the Scharf Alpha Opportunity Fund are diversified. The Funds follow the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standard Codification Topic 946 “Financial Services – Investment Companies”.
 
The investment objective of the Scharf Fund and the Scharf Global Opportunity Fund is to seek long-term capital appreciation. The investment objective of the Scharf Multi-Asset Opportunity Fund is to seek long-term capital appreciation and income. The investment objective of the Scharf Alpha Opportunity Fund is to seek long-term capital appreciation and to provide returns above inflation while exposing investors to less volatility than typical equity investments. The Scharf Fund Institutional Class and Retail Class commenced operations on December 30, 2011 and January 28, 2015, respectively. The Scharf Multi-Asset Opportunity Fund Institutional Class and Retail Class commenced operations on December 31, 2012 and January 21, 2016, respectively.
 
The Scharf Global Opportunity Fund commenced operations on October 14, 2014. The initial purchase into the Fund included a transfer in-kind of securities and cash. The transfer in-kind was nontaxable. The Fund issued 419,054 shares on October 14, 2014. The fair value and cost of securities received by the Fund was $7,814,245 and $6,536,468, respectively. In addition, the Fund received $2,243,043 of cash. For financial reporting purposes, assets received and shares issued by the Fund were recorded at fair value; however, the cost basis of the investments received was carried forward to align ongoing reporting of the Fund’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes.
 
The Scharf Alpha Opportunity Fund commenced operations on December 31, 2015. The initial purchase into the Fund included a transfer in-kind of securities and cash. The transfer in-kind was nontaxable. The Fund issued 184,713 shares on December 31, 2015. The fair value and cost of securities received by the Fund was $3,729,932 and $3,291,912, respectively. In addition, the Fund received $703,175 of cash. For financial reporting purposes, assets received and shares issued by the Fund were recorded at fair value; however, the cost basis of the investments received was carried forward to align ongoing reporting of the Fund’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes.

 
51

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

NOTE 2 – SIGNIFICANT ACCOUNTING POLICIES
 
The following is a summary of significant accounting policies consistently followed by the Funds. These policies are in conformity with accounting principles generally accepted in the United States of America.
 
A.
Security Valuation: All investments in securities are recorded at their estimated fair value, as described in note 3.
   
B.
Federal Income Taxes: It is the Funds’ policy to comply with the requirements of Subchapter M of the Internal Revenue Code applicable to regulated investment companies and to distribute substantially all of its taxable income to its shareholders. Therefore, no Federal income or excise tax provision is required.
   
 
The Funds recognize the tax benefits of uncertain tax positions only where the position is “more likely than not” to be sustained assuming examination by tax authorities. Management has analyzed the tax positions of the Funds and has concluded that no liability for unrecognized tax benefits should be recorded related to uncertain tax positions taken on returns filed for the open tax years 2016-2018, or expected to be taken in the Funds’ 2019 tax returns. The Funds identify their major tax jurisdictions as U.S. Federal and the state of Wisconsin; however, the Funds are not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will change materially in the next twelve months.
   
C.
Securities Transactions, Income and Distributions: Securities transactions are accounted for on the trade date. Realized gains and losses on securities sold are calculated on the basis of specified cost.  Interest income is recorded on an accrual basis. Discounts and premiums on securities purchased are accreted/amortized over the life of the respective security using the effective interest method. Dividend income and distributions to shareholders are recorded on the ex-dividend date. Withholding taxes on foreign dividends have been provided for in accordance with each Fund’s understanding of the applicable country’s tax rules and rates.
   
 
Investment income, expenses (other than those specific to the class of shares), and realized and unrealized gains and losses on investments are allocated to the separate classes of each Fund based upon their relative net assets on the date income is earned or expensed and realized and unrealized gains and losses are incurred.
   
 
Each Fund is charged for those expenses that are directly attributable to the Fund, such as investment advisory, custody and transfer agent fees. Expenses that are not attributable to a Fund are typically allocated among the Funds in proportion to their respective net assets.  Common expenses of the Trust are typically allocated among the funds in the Trust based on a fund’s respective net assets, or by other equitable means.

 
52

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

 
The Funds distribute substantially all net investment income, if any, and net realized capital gains, if any, annually.  Distributions from net realized gains for book purposes may include short-term capital gains.  All short-term capital gains are included in ordinary income for tax purposes.
   
 
The amount of dividends and distributions to shareholders from net investment income and net realized capital gains is determined in accordance with Federal income tax regulations, which differs from accounting principles generally accepted in the United States of America. To the extent these book/tax differences are permanent, such amounts are reclassified within the capital accounts based on their Federal tax treatment.
   
D.
Reclassification of Capital Accounts: Accounting principles generally accepted in the United States of America require that certain components of net assets relating to permanent differences be reclassified between financial and tax reporting. These reclassifications have no effect on net assets or net asset value per share.
   
E.
Use of Estimates: The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets during the reporting period. Actual results could differ from those estimates.
   
F.
Redemption Fees: The Scharf Fund charges a 2.00% redemption fee to shareholders who redeem shares held for 60 days or less. The Scharf Multi-Asset Opportunity Fund, the Scharf Global Opportunity Fund, and the Scharf Alpha Opportunity Fund each charge a 2.00% redemption fee to shareholders who redeem shares held for 15 days or less. Such fees are retained by the Funds and accounted for as an addition to paid-in capital.  During the six months ended March 31, 2019, the redemption fees retained by each Fund are disclosed in the statements of changes.
   
G.
Foreign Currency: Investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the date of valuation. Purchases and sales of investment securities and income and expense items denominated in foreign currencies are translated to U.S. dollar amounts on the respective dates of such transactions.
   
 
The Funds do not isolate those portions of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments.

 
53

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

 
Reported net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the Fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the fair values of assets and liabilities, other than investments in securities at fiscal period-end, resulting from changes in exchange rates.
   
H.
Leverage and Short Sales: The Scharf Alpha Opportunity Fund may use leverage in connection with its investment activities and may affect short sales of securities. Leverage can increase the investment returns of the Fund if the securities purchased increase in value in an amount exceeding the cost of the borrowing. However, if the securities decrease in value, the Fund will suffer a greater loss than would have resulted without the use of leverage. A short sale is the sale by the Fund of a security which it does not own in anticipation of purchasing the same security in the future at a lower price to close the short position. A short sale will be successful if the price of the shorted security decreases. However, if the underlying security goes up in price during the period in which the short position is outstanding, the Fund will realize a loss. The risk on a short sale is unlimited because the Fund must buy the shorted security at the higher price to complete the transaction. Therefore, short sales may be subject to greater risks than investments in long positions.
   
 
With a long position, the maximum sustainable loss is limited to the amount paid for the security plus the transaction costs, whereas there is no maximum attainable price of the shorted security. The Fund would also incur increased transaction costs associated with selling securities short. In addition, if the Fund sells securities short, it must maintain a segregated account with its custodian containing cash or high-grade securities equal to (i) the greater of the current market value of the securities sold short or the market value of such securities at the time they were sold short, less (ii) any collateral deposited with the Fund’s broker (not including the proceeds from the short sales). The Fund may be required to add to the segregated account as the market price of a shorted security increases. As a result of maintaining and adding to its segregated account, the Fund may maintain higher levels of cash or liquid assets (for example, U.S. Treasury bills, repurchase agreements, high quality commercial paper and long equity positions) for collateral needs thus reducing its overall managed assets available for trading purposes. In lieu of maintaining cash or high-grade securities in a segregated account to cover the Fund’s short sale obligations, the Fund may earmark cash or high-grade securities on the Fund’s records or hold offsetting positions.

 
 
54

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

I.
Derivatives: The Funds have adopted the financial accounting reporting rules as required by the Derivatives and Hedging Topic of the FASB Accounting Standards Codification. The Funds are required to include enhanced disclosure that enables investors to understand how and why an entity uses derivatives, how derivatives are accounted for, and how derivative instruments affect an entity’s results of operations and financial position.
   
 
The Funds may utilize options for hedging purposes as well as direct investment. Some options strategies, including buying puts, tend to hedge the Funds’ investments against price fluctuations. Other strategies, such as writing puts and calls and buying calls, tend to increase market exposure. Options contracts may be combined with each other in order to adjust the risk and return characteristics of each Fund’s overall strategy in a manner deemed appropriate to the Adviser and consistent with each Fund’s investment objective and policies. When a call or put option is written, an amount equal to the premium received is recorded as a liability. The liability is marked-to-market daily to reflect the current fair value of the written option. When a written option expires, a gain is realized in the amount of the premium originally received. If a closing purchase contract is entered into, a gain or loss is realized in the amount of the original premium less the cost of the closing transaction. If a written call option is exercised, a gain or loss is realized from the sale of the underlying security, and the proceeds from such sale are increased by the premium originally received. If a written put option is exercised, the amount of the premium originally received reduces the cost of the security which is purchased upon the exercise of the option.
   
 
With options, there is minimal counterparty credit risk to the Funds since the options are covered or secured, which means that the Funds will own the underlying security or, to the extent they do not hold the security, will maintain liquid assets consisting of cash, short-term securities, or equity or debt securities equal to the market value of the security underlying the option, marked to market daily.
   
 
Options purchased are recorded as investments and marked-to-market daily to reflect the current fair value of the option contract. If an option purchased expires, a loss is realized in the amount of the cost of the option contract. If a closing transaction is entered into, a gain or loss is realized to the extent that the proceeds from the sale are greater or less than the cost of the option. If a purchase put option is exercised, a gain or loss is realized from the sale of the underlying security by adjusting the proceeds from such sale by the amount of the premium originally paid. If a purchased call option is exercised, the cost of the security purchased upon exercise is increased by the premium originally paid.
   
 
The Funds did not invest in derivative instruments during the six months ended March 31, 2019.

 
55

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

J.
New Accounting Pronouncements – In March 2017, FASB issued Accounting Standards Update (“ASU”) No. 2017-08, Receivables — Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities. The amendments in the ASU shorten the amortization period for certain callable debt securities, held at a premium, to be amortized to the earliest call date. The ASU does not require an accounting change for securities held at a discount; which continue to be amortized to maturity. The ASU is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2018. Management is currently evaluating the impact, if any, of applying this provision.
   
K.
Events Subsequent to the Fiscal Period End – In preparing the financial statements as of March 31, 2019, management considered the impact of subsequent events for potential recognition or disclosure in the financial statements.  Management has determined there were no subsequent events that would need to be disclosed in the Funds’ financial statements.
 
NOTE 3 – SECURITIES VALUATION
 
The Funds have adopted authoritative fair value accounting standards which establish an authoritative definition of fair value and set out a hierarchy for measuring fair value.  These standards require additional disclosures about the various inputs and valuation techniques used to develop the measurements of fair value, a discussion in changes in valuation techniques and related inputs during the period and expanded disclosure of valuation levels for major security types.  These inputs are summarized in the three broad levels listed below:
 
 
Level 1 –
Unadjusted quoted prices in active markets for identical assets or liabilities that the Funds have the ability to access.
     
 
Level 2 –
Observable inputs other than quoted prices included in level 1 that are observable for the asset or liability, either directly or indirectly. These inputs may include quoted prices for the identical instrument on an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.
     
 
Level 3 –
Unobservable inputs for the asset or liability, to the extent relevant observable inputs are not available, representing the Funds’ own assumptions about the assumptions a market participant would use in valuing the asset or liability, and would be based on the best information available.

Following is a description of the valuation techniques applied to the Funds’ major categories of assets and liabilities measured at fair value on a recurring basis.
 

 
56

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

Each Fund determines the fair value of its investments and computes its net asset value per share as of the close of regular trading on the New York Stock Exchange (4:00 pm EST).
 
Equity Securities: The Funds’ investments are carried at fair value. Equity securities, including common stocks, preferred stocks and exchange-traded funds that are primarily traded on a national securities exchange shall be valued at the last sale price on the exchange on which they are primarily traded on the day of valuation or, if there has been no sale on such day, at the mean between the bid and asked prices.  Securities primarily traded in the NASDAQ Global Market System for which market quotations are readily available shall be valued using the NASDAQ Official Closing Price (“NOCP”).  If the NOCP is not available, such securities shall be valued at the last sale price on the day of valuation, or if there has been no sale on such day, at the mean between the bid and asked prices.  Over-the-counter securities which are not traded in the NASDAQ Global Market System shall be valued at the most recent sales price.  Investments in open-end mutual funds are valued at their net asset value per share.  To the extent, these securities are actively traded and valuation adjustments are not applied, they are categorized in level 1 of the fair value hierarchy.
 
Fixed Income Securities: Debt securities, such as corporate bonds, asset backed securities, municipal bonds, and U.S. government agency issues are valued at market on the basis of valuations furnished by an independent pricing service which utilizes both dealer-supplied valuations and formula-based techniques.  The pricing service may consider recently executed transactions in securities of the issuer or comparable issuers, market price quotations (where observable), bond spreads, and fundamental data relating to the issuer.  In addition, the model may incorporate market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data.  Certain securities are valued principally using dealer quotations.  These securities will generally be classified in level 2 of the fair value hierarchy.
 
Options:  Exchange-traded options are valued at the composite price, using the National Best Bid and Offer quotes. Specifically, composite pricing looks at the last trades on the exchanges where the options are traded. If there are no trades for the option on a given business day, composite option pricing calculates the mean of the highest bid price and the lowest ask price across the exchanges where the option is traded. Exchange-traded options that are actively traded are categorized in level 1 of the fair value hierarchy.
 
Short-Term Securities: Short-term debt securities, including those securities having a maturity of 60 days or less, are valued at the evaluated mean between the bid and asked prices. To the extent the inputs are observable and timely, these securities would be classified in level 2 of the fair value hierarchy.
 
 
57

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

The Board of Trustees (the “Board”) has delegated day-to-day valuation issues to a Valuation Committee of the Trust which is comprised of representatives from U.S. Bancorp Fund Services, LLC (“Fund Services” or the “Administrator”) doing business as U.S. Bank Global Fund Services, the Funds’ administrator. The function of the Valuation Committee is to value securities where current and reliable market quotations are not readily available or the closing price does not represent fair value by following procedures approved by the Board. These procedures consider many factors, including the type of security, size of holding, trading volume and news events. All actions taken by the Valuation Committee are reviewed and ratified by the Board.
 
Depending on the relative significance of the valuation inputs, fair valued securities may be classified in either level 2 or level 3 of the fair value hierarchy.
 
The inputs or methodology used for valuing securities are not an indication of the risk associated with investing in those securities.  The following is a summary of the inputs used to value the Funds’ securities as of March 31, 2019:
 
Scharf Fund
 
   
Level 1
   
Level 2
   
Level 3
   
Total
 
Common Stocks
                       
  Communication Services
 
$
40,822,948
   
$
   
$
   
$
40,822,948
 
  Consumer Discretionary
   
61,819,065
     
     
     
61,819,065
 
  Consumer Staples
   
39,592,654
     
     
     
39,592,654
 
  Financials
   
38,086,146
     
     
     
38,086,146
 
  Healthcare
   
52,857,007
     
     
     
52,857,007
 
  Industrial
   
15,615,083
     
     
     
15,615,083
 
  Information Technology
   
78,155,335
     
     
     
78,155,335
 
  Materials
   
7,600,309
     
     
     
7,600,309
 
Total Common Stocks
   
334,548,547
     
     
     
334,548,547
 
Preferred Stock
                               
  Information Technology
   
8,033,697
     
     
     
8,033,697
 
Total Preferred Stock
   
8,033,697
     
     
     
8,033,697
 
Money Market Fund
   
10,494,168
     
     
     
10,494,168
 
U.S. Treasury Bills
   
     
34,561,759
     
     
34,561,759
 
Total Investments
                               
  in Securities
 
$
353,076,412
   
$
34,561,759
   
$
   
$
387,638,171
 

 
 
58

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

Scharf Multi-Asset Opportunity Fund
 
   
Level 1
   
Level 2
   
Level 3
   
Total
 
Common Stocks
                       
  Communication Services
 
$
3,993,527
   
$
   
$
   
$
3,993,527
 
  Consumer Discretionary
   
6,739,992
     
     
     
6,739,992
 
  Consumer Staples
   
3,794,293
     
     
     
3,794,293
 
  Financials
   
3,965,300
     
     
     
3,965,300
 
  Healthcare
   
5,210,595
     
     
     
5,210,595
 
  Industrial
   
1,523,397
     
     
     
1,523,397
 
  Information Technology
   
7,582,879
     
     
     
7,582,879
 
  Materials
   
745,990
     
     
     
745,990
 
Total Common Stocks
   
33,555,973
     
     
     
33,555,973
 
Preferred Stocks
                               
  Closed-End Funds
   
2,144,166
     
     
     
2,144,166
 
  Information Technology
   
1,082,614
     
     
     
1,082,614
 
Total Preferred Stocks
   
3,226,780
     
     
     
3,226,780
 
Exchange-Traded Fund
   
692,407
     
     
     
692,407
 
Fixed Income
                               
  Corporate Bonds
   
     
4,403,278
     
     
4,403,278
 
  Municipal Bonds
   
     
3,683,519
     
     
3,683,519
 
Total Fixed Income
   
     
8,086,797
     
     
8,086,797
 
U.S. Treasury Note
   
     
1,237,292
     
     
1,237,292
 
U.S. Treasury Inflation
                               
  Indexed Note
   
     
1,034,643
     
     
1,034,643
 
U.S. Treasury Bills
   
     
3,466,581
     
     
3,466,581
 
Money Market Fund
   
2,002,714
     
     
     
2,002,714
 
Total Investments
                               
  in Securities
 
$
39,477,874
   
$
13,825,313
   
$
   
$
53,303,187
 

 

 
59

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

Scharf Global Opportunity Fund
 
   
Level 1
   
Level 2
   
Level 3
   
Total
 
Common Stocks
                       
  Communication Services
 
$
2,189,661
   
$
   
$
   
$
2,189,661
 
  Consumer Discretionary
   
4,640,358
     
     
     
4,640,358
 
  Consumer Staples
   
1,056,936
     
     
     
1,056,936
 
  Financials
   
2,041,819
     
     
     
2,041,819
 
  Healthcare
   
3,765,871
     
     
     
3,765,871
 
  Industrial
   
804,669
     
     
     
804,669
 
  Information Technology
   
2,703,512
     
     
     
2,703,512
 
  Materials
   
378,163
     
     
     
378,163
 
Total Common Stocks
   
17,580,989
     
     
     
17,580,989
 
Preferred Stocks
                               
  Consumer Discretionary
   
111,874
     
     
     
111,874
 
  Consumer Staples
   
92,281
     
     
     
92,281
 
  Financials
   
64,312
     
     
     
64,312
 
  Information Technology
   
1,193,749
     
     
     
1,193,749
 
  Materials
   
10,395
     
     
     
10,395
 
Total Preferred Stocks
   
1,472,611
     
     
     
1,472,611
 
Money Market Fund
   
536,771
     
     
     
536,771
 
Total Investments
                               
  in Securities
 
$
19,590,371
   
$
   
$
   
$
19,590,371
 

 

 
60

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

Scharf Alpha Opportunity Fund
   
Level 1
   
Level 2
   
Level 3
   
Total
 
Assets:
                       
Common Stocks
                       
  Communication Services
 
$
2,288,662
   
$
   
$
   
$
2,288,662
 
  Consumer Discretionary
   
3,022,499
     
     
     
3,022,499
 
  Consumer Staples
   
2,052,197
     
     
     
2,052,197
 
  Financials
   
2,178,402
     
     
     
2,178,402
 
  Healthcare
   
3,501,132
     
     
     
3,501,132
 
  Industrial
   
847,466
     
     
     
847,466
 
  Information Technology
   
4,388,204
     
     
     
4,388,204
 
  Materials
   
398,407
     
     
     
398,407
 
Total Common Stocks
   
18,676,969
     
     
     
18,676,969
 
Money Market Fund
   
341,412
     
     
     
341,412
 
Total Investments
                               
  in Securities
 
$
19,018,381
   
$
   
$
   
$
19,018,381
 
Liabilities:
                               
Securities Sold Short
                               
  Exchange-Traded Funds
 
$
10,826,643
   
$
   
$
   
$
10,826,643
 
Total Securities Sold Short
 
$
10,826,643
   
$
   
$
   
$
10,826,643
 

Refer to the Funds’ schedule of investments for a detailed break-out of securities by industry classification. Transfers between levels are recognized at March 31, 2019, the end of the reporting period. There were no transfers between levels during the six months ended March 31, 2019.
 
In August 2018, the Financial Accounting Standards Board issued Accounting Standard Update (“ASU”) 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement (“ASU 2018-13”). The primary focus of ASU 2018-13 is to improve the effectiveness of the disclosure requirements for fair value measurements. The changes affect all companies that are required to include fair value measurement disclosures. In general, the amendments in ASU 2018-13 are effective for all entities for fiscal years and interim periods within those fiscal years, beginning after December 15, 2019. An entity is permitted to early adopt the removed or modified disclosures upon the issuance of ASU 2018-13 and may delay adoption of the additional disclosures, which are required for public companies only, until their effective date. Management is currently evaluating the impact these changes will have on the Funds’ financial statements and disclosures.
 
 
61

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

NOTE 4 – INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATES
 
The Funds have an investment advisory agreement with Scharf Investments, LLC (the “Adviser”) pursuant to which the Adviser is responsible for providing investment management services to the Funds.  The Adviser furnished all investment advice, office space and facilities, and provides most of the personnel needed by each Fund.  As compensation for its services, the Adviser is entitled to a fee, computed daily and payable monthly.  The Scharf Fund pays fees calculated at an annual rate of 0.89% based upon the average daily net assets of the Fund. The Scharf Multi-Asset Opportunity Fund, the Scharf Global Opportunity Fund, and the Scharf Alpha Opportunity Fund pay fees calculated at an annual rate of 0.99% based upon the average daily net assets of each Fund.  For the six months ended March 31, 2019, the advisory fees incurred by the Funds are disclosed in the statement of operations.
 
The Funds are responsible for their own operating expenses. The Adviser has contractually agreed to reduce fees payable to it by the Funds and to pay Fund operating expenses (excluding class specific expenses such as the 0.25% 12b-1 fees applied to the Retail Class and 0.10% shareholder servicing fees applied to both the Institutional Class and Retail Class, acquired fund fees and expenses, interest expense, dividends on securities sold short, taxes and extraordinary expenses, see notes 5 and 6 for class specific information) to the extent necessary to limit the Fund’s aggregate annual operating expenses as follows:
 
   
Institutional Class
Retail Class
 
Scharf  Fund
0.99%
1.24%
 
Scharf Multi-Asset Opportunity Fund
0.98%
1.23%
 
Scharf Global Opportunity Fund
0.70%
 
Scharf Alpha Opportunity Fund
1.00%
       
 
Percent of average daily net assets of the Funds.
   

Any such reduction made by the Adviser in its fees or payment of expenses which are the Funds’ obligation are subject to reimbursement by the Funds to the Adviser, if so requested by the Adviser, in any subsequent month in the 36 month period from the date of the management fee reduction and expense payment if the aggregate amount actually paid by the Funds toward the operating expenses for such fiscal year (taking into the account the reimbursement) will not cause the Fund to exceed the lesser of: (1) the expense limitation in place at the time of the management fee reduction and expense payment: or (2) the expense limitation in place at the time of the reimbursement.  Any such reimbursement is also contingent upon Board of Trustees review and approval at the time the reimbursement is made. Such reimbursement may not be paid prior to the Funds’ payment of current ordinary operating expenses.  For the six months ended March 31, 2019, the Adviser reduced its fees in the amount of $249,004, $132,895, $157,162, and

 
62

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

$120,386, for the Scharf Fund, the Scharf Multi-Asset Opportunity Fund, the Scharf Global Opportunity Fund, and the Scharf Alpha Opportunity Fund, respectively.
 
No amounts were recouped by the Adviser.  The expense limitation for the Scharf Fund, the Scharf Multi-Asset Opportunity Fund, the Scharf Global Opportunity Fund, and the Scharf Alpha Opportunity Fund will remain in effect through at least January 27, 2020.  The Expense Cap may be terminated only by the Board of Trustees (the “Board”) of the Trust.  Cumulative expenses subject to recapture expire as follows:
 
           
Scharf Multi-Asset
   
Scharf Global
   
Scharf Alpha
 
           
Opportunity
   
Opportunity
   
Opportunity
 
Scharf Fund
   
Fund
   
Fund
   
Fund
 
Year
   
Amount
   
Year
   
Amount
   
Year
   
Amount
   
Year
   
Amount
 
9/30/19
   
$
742,298
   
9/30/19
   
$
214,058
   
9/30/19
   
$
331,358
   
9/30/19
   
$
152,260
 
9/30/20
     
777,429
   
9/30/20
     
292,638
   
9/30/20
     
355,261
   
9/30/20
     
260,274
 
10/20 –
     
10/20 –
   
10/20 –
     

   
10/20 –
                       
9/21 
     
605,893
   
9/21 
     
280,214
   
9/21 
     
358,682
   
9/21
     
230,304
 
10/21 –
     
10/21 –
   
10/21 –
     

   
10/21 –
                       
3/22 
     
249,004
   
3/22 
     
132,895
   
3/22 
     
157,162
   
3/22
     
120,386
 
     
$
2,374,624
         
$
919,805
         
$
1,202,463
         
$
763,224
 

U.S. Bancorp Fund Services, LLC (“Fund Services” or the “Administrator”) doing business as U.S. Bank Global Fund Services, serves as the Funds’ administrator, fund accountant and transfer agent. In those capacities Fund Services maintains the Funds’ books and records, calculates the Funds’ NAV, prepares various federal and state regulatory filings, coordinates the payment of fund expenses, reviews expense accruals and prepares materials supplied to the Board of Trustees.  The officers of the Trust and the Chief Compliance Officer are also employees of Fund Services.  Fees paid by the Funds to Fund Services for these services for the six months ended March 31, 2019 are disclosed in the statement of operations.
 
Quasar Distributors, LLC (the “Distributor”) acts as the Funds’ principal underwriter in a continuous public offering of the Funds’ shares.  U.S. Bank N.A. serves as custodian (the “Custodian”) to the Funds.  Both the Distributor and Custodian are affiliates of the Administrator.  Fees paid for custody services for the six months ended March 31, 2019 are disclosed in the statement of operations.
 
NOTE 5 – 12B-1 DISTRIBUTION FEES
 
The Retail Class of each Fund has adopted a Distribution Plan pursuant to Rule 12b-1 (the “Plan”). The Plan permits each class to pay for distribution and related expenses up to an annual rate of 0.25% of its average daily net assets.  The expenses covered by the Plan may include the cost in connection with the promotion and distribution of shares
 
 
63

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

and the provision of personal services to shareholders, including, but not necessarily limited to, advertising, compensation to underwriters, dealers and selling personnel, the printing and mailing of prospectuses to other than current Fund shareholders, and the printing and mailing of sales literature.  Payments made pursuant to the Plan will represent compensation for distribution and service activities, not reimbursements for specific expenses incurred.  For the six months ended March 31, 2019, the 12b-1 fees accrued by each Fund’s Retail Class are disclosed in the statement of operations.
 
NOTE 6 – SHAREHOLDER SERVICING FEE
 
The Funds have entered into a Shareholder Servicing Agreement (the “Agreement”) with the Adviser, under which the Funds may pay servicing fees at an annual rate of 0.10% of the average daily net assets of each Fund.  Payments to the Adviser under the Agreement may reimburse the Adviser for payments it makes to selected brokers, dealers and administrators which have entered into service agreements with the Adviser for services provided to shareholders of the Funds. The services provided by such intermediaries are primarily designed to assist shareholders of the Funds and include the furnishing of office space and equipment, telephone facilities, personnel and assistance to the Funds in servicing such shareholders. Services provided by such intermediaries also include the provision of support services to the Funds and include establishing and maintaining shareholders’ accounts and record processing, purchase and redemption transactions, answering routine client inquiries regarding the Funds, and providing such other personal services to shareholders as the Funds may reasonably request. For the six months ended March 31, 2019, the shareholder servicing fees accrued by the Institutional Class of the Scharf Fund and Scharf Multi-Asset Opportunity Fund and for all Funds’ Retail Class are disclosed in the statement of operations.
 
NOTE 7 – LINES OF CREDIT
 
The Scharf Fund, Scharf Multi-Asset Opportunity Fund, Scharf Global Opportunity Fund, and Scharf Alpha Opportunity Fund have lines of credit in the amount of $20,000,000, $5,000,000, $2,500,000, and $1,500,000, respectively. These lines of credit are intended to provide short-term financing, if necessary, subject to certain restrictions, in connection with shareholder redemptions. The credit facility is with the Funds’ custodian, U.S. Bank N.A. During the six months ended March 31, 2019, the Scharf Fund and Scharf Multi-Asset Opportunity Fund did not draw upon their lines of credit.
 
During the six months ended March 31, 2019, the Scharf Global Opportunity Fund drew on its line of credit.  The Fund had an outstanding average balance of $11,978, paid a weighted average interest rate of 5.50%, and incurred interest expense of $0.  The maximum borrowing by the Fund occurred on January 2, 2019 in the amount of $2,180,000.  At March 31, 2019, the Fund had no outstanding loan amounts.


 
64

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

During the year ended March 31, 2019, the Scharf Alpha Opportunity Fund drew on its line of credit.  The Fund had an outstanding average balance of $159, paid a weighted average interest rate of 5.50%, and incurred interest expense of $38.  The maximum borrowing by the Fund occurred on February 4, 2019 in the amount of $29,000.  At March 31, 2019, the Fund had no outstanding loan amounts.
 
NOTE 8 – PURCHASES AND SALES OF SECURITIES
 
For the six months ended March 31, 2019, the cost of purchases and the proceeds from sales of securities, excluding short-term securities, were as follows:
 
     
Purchases
   
Sales
 
 
Scharf Fund
 
$
102,196,692
   
$
129,249,852
 
 
Scharf Multi-Asset Opportunity Fund
   
13,117,560
     
10,588,905
 
 
Scharf Global Opportunity Fund
   
10,310,048
     
13,639,557
 
 
Scharf Alpha Opportunity Fund
   
7,100,024
     
8,551,490
 

During the six months ended March 31, 2019, there were no purchases and sales of U.S. Government securities in the Scharf Fund, Scharf Global Opportunity Fund and Scharf Alpha Opportunity Fund.  The Scharf Multi-Asset Opportunity Fund had U.S. Government purchases of $1,024,609 and U.S. Government sales of $0.
 
For the six months ended March 31, 2019, the Scharf Alpha Opportunity Fund had $2,989,843 and $3,794,537 of proceeds from short sales and buy cover transactions, respectively.  This activity is included in the portfolio turnover disclosed in the financial highlights.
 

 

 

 
65

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

NOTE 9 – INCOME TAXES AND DISTRIBUTIONS TO SHAREHOLDERS
 
As of September 30, 2018, the Funds’ most recently completed fiscal year end, the components of accumulated earnings/(losses) on a tax basis were as follows:
 
         
Scharf
 
         
Multi-Asset
 
   
Scharf
   
Opportunity
 
   
Fund
   
Fund
 
Cost of investments (a)
 
$
304,674,372
   
$
45,862,896
 
Gross unrealized appreciation
   
95,397,070
     
9,390,530
 
Gross unrealized depreciation
   
(15,242,496
)
   
(1,449,270
)
Net unrealized appreciation (a)
   
80,154,574
     
7,941,260
 
Net unrealized appreciation/(depreciation)
               
  on foreign currency
   
255
     
78
 
Undistributed ordinary income
   
2,767,146
     
610,626
 
Undistributed long-term capital gains
   
26,268,452
     
2,313,944
 
Total distributable earnings
   
29,035,598
     
2,924,570
 
Other accumulated gains/(losses)
   
     
 
Total accumulated earnings/(losses)
 
$
109,190,427
   
$
10,865,908
 
                 
   
Scharf Global
   
Scharf Alpha
 
   
Opportunity
   
Opportunity
 
   
Fund
   
Fund
 
Cost of investments (a)
 
$
20,512,973
   
$
8,248,907
 
Gross unrealized appreciation
   
5,596,406
     
2,612,571
 
Gross unrealized depreciation
   
(1,142,131
)
   
(1,635,810
)
Net unrealized appreciation (a)
   
4,454,275
     
976,761
 
Net unrealized appreciation/(depreciation)
               
  on foreign currency
   
(123
)
   
3
 
Undistributed ordinary income
   
521,814
     
 
Undistributed long-term capital gains
   
1,674,730
     
 
Total distributable earnings
   
2,196,544
     
 
Other accumulated gains/(losses)
   
     
(677,288
)
Total accumulated earnings/(losses)
 
$
6,650,696
   
$
299,476
 

(a)
The difference between book-basis and tax basis cost and unrealized appreciation is attributable primarily to the tax deferral of losses on wash sales, tax adjustments related to partnerships and transfer in-kind.
 
66

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized after December 31, 2010, may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses.  Under the law in effect prior to the Act, pre-enactment net capital losses were carried forward for eight years and treated as short-term losses.  As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.
 
At September 30, 2018, the Scharf Alpha Opportunity Fund had a short-term capital loss carryforward of $677,288.
 
The capital losses may be carried forward indefinitely to offset future gains.
 
The tax character of distributions paid during the six months ended March 31, 2019 and September 30, 2018 was as follows:
 
     
March 31, 2019
   
September 30, 2018
 
     
Ordinary
   
Long-Term
   
Ordinary
   
Long-Term
 
     
Income
   
Capital Gains
   
Income
   
Capital Gains
 
 
Scharf Fund
 
$
3,284,040
   
$
30,348,710
   
$
891,172
   
$
14,410,589
 
 
Scharf Multi-Asset
                               
 
  Opportunity Fund
   
755,170
     
2,600,202
     
124,082
     
1,225,008
 
 
Scharf Global
                               
 
  Opportunity Fund
   
541,046
     
1,674,733
     
230,126
     
1,581,305
 
 
Scharf Alpha
                               
 
  Opportunity Fund
   
     
     
     
463,472
 

The Scharf Fund, Scharf Multi-Asset Opportunity Fund, Scharf Global Opportunity Fund and the Scharf Alpha Opportunity Fund designated as long-term capital gain dividend, pursuant to Internal Revenue Code Section 852(b)(3), the amount necessary to reduce the earnings and profits of the Funds related to net capital gain to zero for the tax year ended September 30, 2018.
 
NOTE 10 – PRINCIPAL RISKS
 
Below is a summary of some, but not all, of the principal risks of investing in the Funds, each of which may adversely affect a Fund’s net asset value and total return. The Funds’ most recent prospectus provides further descriptions of each Fund’s investment objective, principal investment strategies and principal risks.
 
 
Foreign and Emerging Market Securities Risk.  Investments in foreign currencies and foreign issuers are subject to additional risks, including political and economic risks, greater volatility, civil conflicts and war, sanctions or other measures by the United States or other governments, liquidity risks, currency fluctuations, higher transaction costs, delayed settlement, possible foreign controls on investment, expropriation and nationalization risks, and
 
67

SCHARF FUNDS


NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

   
less stringent investor protection and disclosure standards of foreign markets. Events and evolving conditions in certain economies or markets may alter the risks associated with investments tied to countries or regions that historically were perceived as comparatively stable becoming riskier and more volatile. These risks are magnified in countries in “emerging markets.” Emerging market countries typically have less-established market economies than developed countries and may face greater social, economic, regulatory and political uncertainties. In addition, emerging markets typically present greater illiquidity and price volatility concerns due to smaller or limited local capital markets and greater difficulty in determining market valuations of securities due to limited public information on issuers.
     
 
Investment Style Risk.  The Adviser follows an investing style that favors relatively low valuations.  At times when this style is out of favor, the Funds may underperform funds that use different investing styles.
     
 
Small- and Medium-Sized Company Risk.  Small- and medium-sized companies often have less predictable earnings, more limited product lines, markets, distribution channels or financial resources and the management of such companies may be dependent upon one or few key people.  The market movements of equity securities of small- and medium-sized companies may be more abrupt and volatile than the market movements of equity securities of larger, more established companies or the stock market in general and small-sized companies in particular, are generally less liquid than the equity securities of larger companies.
     
 
Special Situations Risk.  There is a risk that the special situation (i.e., spin-off, liquidation, merger, etc.) might not occur, which could have a negative impact on the price of the issuer’s securities and fail to produce gains or produce a loss for the Funds.  In addition, investments in special situation companies may be illiquid and difficult to value, which will require a Fund to employ fair value procedures to value its holdings in such investments.
     
 
Short Sales Risk (Scharf Alpha Opportunity Fund).  A short sale is the sale by the Fund of a security which it does not own in anticipation of purchasing the same security in the future at a lower price to close the short position.  A short sale will be successful if the price of the shorted security decreases.  However, if the underlying security goes up in price during the period in which the short position is outstanding, the Fund will realize a loss.  The risk on a short sale is unlimited because the Fund must buy the shorted security at the higher price to complete the transaction.  Therefore, short sales may be subject to greater risks than investments in long positions.

 
68

SCHARF FUNDS

 
NOTES TO FINANCIAL STATEMENTS at March 31, 2019 (Unaudited), Continued

 
Leverage Risk (Scharf Alpha Opportunity Fund).  Leverage is investment exposure which exceeds the initial amount invested.  Leverage can cause the portfolio to lose more than the principal amount invested.  Leverage can magnify the portfolio’s gains and losses and therefore increase its volatility.











69

SCHARF FUNDS


NOTICE TO SHAREHOLDERS at March 31, 2019 (Unaudited)

How to Obtain a Copy of the Funds’ Proxy Voting Policies
 
A description of the policies and procedures that the Funds use to determine how to vote proxies relating to portfolio securities is available without charge upon request by calling 1-866-572-4273 (1-866-5SCHARF) or on the U.S. Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.
 
 
How to Obtain a Copy of the Funds’ Proxy Voting Records for the 12-Month Period Ended June 30
 
Information regarding how the Funds voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 is available without charge, upon request, by calling 1-866-572-4273 (1-866-5SCHARF). Furthermore, you can obtain the Funds’ proxy voting records on the SEC’s website at http://www.sec.gov.
 
 
Quarterly Filings on Form N-Q
 
The Funds file their complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. The Funds’ Form N-Q is available on the SEC’s website at http://www.sec.gov. The Funds’ Form N-Q may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC and information on the operation of the Public Reference Room may be obtained by calling 1-202-551-8090. Information included in the Funds’ Form N-Q is also available by calling 1-866-572-4273 (1-866-5SCHARF).
 








70

SCHARF FUNDS


HOUSEHOLDING

In an effort to decrease costs, the Funds intend to reduce the number of duplicate prospectuses, annual and semi-annual reports, proxy statement and other similar documents you receive by sending only one copy of each to those addresses shared by two or more accounts and to shareholders the Transfer Agent reasonably believes are from the same family or household. Once implemented, if you would like to discontinue householding for your accounts, please call toll-free at 1-866-572-4273 (1-866-5SCHARF) to request individual copies of these documents. Once the Transfer Agent receives notice to stop householding, the Transfer Agent will begin sending individual copies thirty days after receiving your request. This policy does not apply to account statements.
 











71

SCHARF FUNDS


APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited)

Scharf Fund
Scharf Multi-Asset Opportunity Fund
Scharf Global Opportunity Fund
Scharf Alpha Opportunity Fund
 
At a meeting held on December 5-6, 2018, the Board (which is comprised of five persons, all of whom are Independent Trustees as defined under the Investment Company Act of 1940, as amended), considered and approved, for another annual term, the continuance of the investment advisory agreement (the “Advisory Agreement”) between Advisors Series Trust (the “Trust”) and Scharf Investments, LLC (the “Adviser”) on behalf of each of the Scharf Fund, Scharf Multi-Asset Opportunity Fund (the “Multi-Asset Fund”), Scharf Global Opportunity Fund (the “Global Opportunity Fund”) and Scharf Alpha Opportunity Fund (the “Alpha Opportunity Fund”) (collectively, the “Funds”).  At this meeting, and at a prior meeting held on October 17-18, 2018, the Board received and reviewed substantial information regarding the Funds, the Adviser and the services provided by the Adviser to the Funds under the Advisory Agreement.  This information, together with the information provided to the Board throughout the course of the year, formed the primary (but not exclusive) basis for the Board’s determinations.  Below is a summary of the factors considered by the Board and the conclusions that formed the basis for the Board’s approval of the continuance of the Advisory Agreement:
 
 
1.
THE NATURE, EXTENT AND QUALITY OF THE SERVICES PROVIDED AND TO BE PROVIDED BY THE ADVISER UNDER THE ADVISORY AGREEMENT.  The Board considered the nature, extent and quality of the Adviser’s overall services provided to the Funds, as well as its responsibilities in all aspects of day-to-day investment management of the Funds. The Board considered the qualifications, experience and responsibilities of the portfolio manager, as well as the responsibilities of other key personnel of the Adviser involved in the day-to-day activities of the Funds.  The Board also considered the resources and compliance structure of the Adviser, including information regarding its compliance program, its chief compliance officer and the Adviser’s compliance record, as well as the Adviser’s cybersecurity program and business continuity plan.  The Board also considered the prior relationship between the Adviser and the Trust, as well as the Board’s knowledge of the Adviser’s operations, and noted that during the course of the prior year they had met with the Adviser in person to discuss each Fund’s performance and investment outlook as well as various marketing and compliance topics, including the Adviser’s risk management process.  The Board concluded that the Adviser had the quality and depth of personnel, resources, investment methods, and compliance policies and procedures essential to performing its duties under the Advisory Agreement and that the nature, overall quality and extent of such management services are satisfactory.

 

 
72

SCHARF FUNDS

 
APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited), Continued

 
2.
THE FUNDS’ HISTORICAL PERFORMANCE AND THE OVERALL PERFORMANCE OF THE ADVISER.  In assessing the quality of the portfolio management delivered by the Adviser, the Board reviewed the short-term and long-term performance of each Fund as of July 31, 2018 on both an absolute basis and in comparison to its peer funds utilizing Morningstar classifications and appropriate securities benchmarks.  While the Board considered both short-term and long-term performance, it placed greater emphasis on longer term performance. The Board noted that the Alpha Opportunity Fund was newer, with less than three years of performance. The Board also took into account that each Fund’s track record is measured as of a specific date, and that track records can vary as of different measurement dates. Therefore, in reviewing a Fund’s performance, the Trustees also considered the broader perspective of the Fund’s performance over varying time periods, the market conditions experienced during the periods under review, as well as the outlook for the Fund going forward in light of expected market conditions.
     
   
When reviewing each Fund’s performance against its comparative peer group universe, the Board took into account that the investment objectives and strategies of each Fund, as well as its level of risk tolerance, may differ significantly from funds in its peer universe. The Trustees also discussed with the Adviser and considered that certain periods of underperformance may be transitory while other periods of underperformance may be reflective of broader issues that may warrant consideration of corrective action. The Board therefore took into account the Adviser’s views as to the reasons for each Fund’s relative performance against peers and benchmarks over various time periods and its future outlook for each Fund. In considering each Fund’s performance, the Trustees placed greater emphasis on performance against peers as opposed to the unmanaged benchmark indices.
     
   
Scharf Fund: The Board noted that the Fund’s performance, with regard to its Morningstar comparative universe, was below its peer group median for the one-year, three-year, five-year and since inception periods.
     
   
The Board reviewed the performance of the Fund against a broad-based securities market benchmark.
     
   
The Board also considered any differences in performance between the Adviser’s similarly managed accounts and the performance of the Fund, noting that the Fund performed in line with the similarly managed accounts for the one-year period, outperformed for the three-year period and underperformed for the five-year period.

 
73

SCHARF FUNDS

 
APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited), Continued

   
Multi-Asset Fund: The Board noted that the Fund’s performance, with regard to its Morningstar comparative universe, was below its peer group median for the one-year and three-year periods and above its peer group median for the five-year and since inception periods.
     
   
The Board reviewed the performance of the Fund against broad-based securities market benchmarks.
     
   
The Board also considered any differences in performance between the Adviser’s similarly managed accounts and the performance of the Fund, noting that the Fund outperformed the similarly managed accounts for the one-year period and underperformed for the three-year and five-year periods.
     
   
Global Opportunity Fund: The Board noted that the Fund’s performance, with regard to its Morningstar comparative universe, was below the peer group median for the one-year, three-year and since inception periods.
     
   
The Board reviewed the performance of the Fund against a broad-based securities market benchmark.
 

 
   
The Board noted that the Adviser stated it does not manage any other accounts similarly to the Fund.
     
   
Alpha Opportunity Fund: The Board noted that the Fund’s performance, with regard to its Morningstar comparative universe, was below its peer group median for the one-year and since inception periods.
     
   
The Board reviewed the performance of the Fund against broad-based securities market benchmarks.
 

 
   
The Board also considered any differences in performance between the Adviser’s similarly managed accounts and the performance of the Fund, noting that the Fund underperformed the similarly managed accounts for the one-year period.
     
 
3.
THE COSTS OF THE SERVICES TO BE PROVIDED BY THE ADVISER AND THE STRUCTURE OF THE ADVISER’S FEE UNDER THE ADVISORY AGREEMENT.  In considering the advisory fee and total fees and expenses of each Fund, the Board reviewed comparisons to the peer funds and to the Adviser’s similarly managed separate accounts for other types of clients, if applicable, as well as all expense waivers and reimbursements.  When reviewing fees charged to other similarly managed accounts, the Board considered the type of account and the differences in the management of that account that might be germane to the difference, if any, in the fees charged to such accounts.

 
74

SCHARF FUNDS

 
APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited), Continued

 
Scharf Fund: The Board noted that the Adviser had contractually agreed to maintain an annual expense ratio for the Fund of 1.24% for Retail Class shares and 0.99% for Institutional Class shares (the “Expense Caps”).  The Board noted that the Fund’s total expense ratios were above the peer group median and average for both the Retail Class and Institutional Class. Additionally, the Board noted that when the Fund’s peer group was adjusted to include only funds with similar asset sizes, the Fund’s total expense ratios for the Retail Class and Institutional Class were also above the peer group median and average. The Board also noted that the contractual advisory fee was above its peer group median and average, and also above its peer group median and average when the Fund’s peer group was adjusted to include only funds with similar asset sizes.  The Board also considered that after advisory fee waivers and the reimbursement of Fund expenses necessary to maintain the Expense Caps, the net advisory fees received by the Adviser from the Fund as of the year ended July 31, 2018, were above the peer group median and average.  The Board considered that the management fee charged to the Fund was generally lower than the fees charged by the Adviser to its separately managed account clients at lower asset levels and higher at higher asset levels.
   
 
Multi-Asset Fund: The Board noted that the Adviser had contractually agreed to maintain annual expense ratios for the Fund of 1.23% for Retail Class shares and 0.98% for Institutional Class shares (the “Expense Caps”).  The Board noted that Fund’s total expense ratio was above the peer group median and average for the Retail Class and below the peer group median and average for the Institutional Class. Additionally, the Board noted that when the Fund’s peer group was adjusted to include only funds with similar asset sizes, the Fund’s total expense ratio for the Retail Class was above the peer group median and slightly above the peer group average, and the total expense ratio for the Institutional Class was below the peer group median and average.  Additionally, the Board noted that the contractual advisory fee was significantly above its peer group median and average, and that the contractual advisory fee was also significantly above its peer group median and average when the Fund’s peer group was adjusted to include only funds with similar asset sizes.  The Board also considered that after advisory fee waivers and the reimbursement of Fund expenses necessary to maintain the Expense Caps, the net advisory fees received by the Adviser from the Fund as of the year ended July 31, 2018, were above the peer group median and average.  The Board considered that the management fee charged to the Fund was generally lower than the fees charged by the Adviser to its separately managed account clients at lower asset levels and higher at higher asset levels.


 
75

SCHARF FUNDS

 
APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited), Continued

   
Global Opportunity Fund: The Board noted that the Adviser had contractually agreed to maintain an annual expense ratio for the Retail Class shares of 0.70%.  The Board noted that the Fund’s total expense ratio was below the peer group median and average.  Additionally, the Board noted that when the Fund’s peer group was adjusted to include only funds with similar asset sizes, the Fund’s total expense ratio was below the peer group median and average.  The Board noted that the Fund’s contractual advisory fee was above the peer group median and average, and also above the peer group median and average when the Fund’s peer group was adjusted to include only funds with similar asset sizes.  The Board also considered that after advisory fee waivers and the reimbursement of Fund expenses necessary to maintain the Expense Cap, the Adviser received no advisory fees from the Fund as of the year ended July 31, 2018.  The Board also considered that the Adviser does not manage any other accounts similarly to that of the Fund.
     
   
Alpha Opportunity Fund: The Board noted that the Adviser had contractually agreed to maintain an annual expense ratio for the Fund of 1.00% for Retail Class shares (the “Expense Cap”).  The Board noted that Fund’s total expense ratio was below the peer group median and average. Additionally, the Board noted that when the Fund’s peer group was adjusted to include only funds with similar asset sizes, the Fund’s total expense ratio was below the peer group median and average.  Additionally, the Board noted that the contractual advisory fee was below its peer group median and average, and that the contractual advisory fee was also below its peer group median and average when the Fund’s peer group was adjusted to include only funds with similar asset sizes.  The Board also considered that after advisory fee waivers and the reimbursement of Fund expenses necessary to maintain the Expense Cap, the Adviser received no advisory fees from the Fund as of the year ended July 31, 2018.  The Board considered that the management fee charged to the Fund was generally lower than the fees charged by the Adviser to its separately managed account clients at lower asset levels and higher at higher asset levels.
     
   
The Board determined that it would continue to monitor the appropriateness of the advisory fees for the Funds and concluded that, at this time, the fees to be paid to the Adviser were fair and reasonable.
     
 
4.
ECONOMIES OF SCALE.  The Board also considered whether economies of scale were being realized by the Adviser that should be shared with shareholders.  In this regard, the Board noted that the Adviser contractually agreed to reduce its advisory fees or reimburse Fund expenses so that the Funds do not exceed the specified Expense Caps.  The Board noted that at

 
76

SCHARF FUNDS

 
APPROVAL OF INVESTMENT ADVISORY AGREEMENT (Unaudited), Continued

   
current asset levels, it did not appear that there were additional significant economies of scale being realized by the Adviser and concluded that it would continue to monitor economies of scale in the future as circumstances changed and assuming asset levels continued to increase.
     
 
5.
THE PROFITS TO BE REALIZED BY THE ADVISER AND ITS AFFILIATES FROM THEIR RELATIONSHIP WITH THE FUNDS.  The Board reviewed the Adviser’s financial information and took into account both the direct benefits and the indirect benefits to the Adviser from advising the Funds, such as benefits received in the form of Rule 12b-1 fees received from the Funds.  The Board also considered that the Funds utilize “soft dollar” benefits that may be received by the Adviser in exchange for Fund brokerage.  The Board considered the profitability to the Adviser from its relationship with the Funds and considered any additional benefits derived by the Adviser from its relationship with the Funds.  After such review, the Board determined that the profitability to the Adviser with respect to the Advisory Agreement was not excessive, and that the Adviser had maintained adequate profit levels to support the services it provides to the Funds.

No single factor was determinative of the Board’s decision to approve the continuance of the Advisory Agreement for the Scharf Fund, Multi-Asset Fund, Global Opportunity Fund and Alpha Opportunity Fund, but rather the Board based its determination on the total combination of information available to them.  Based on a consideration of all the factors in their totality, the Board determined that the advisory arrangements with the Adviser, including the advisory fees, were fair and reasonable.  The Board therefore determined that the continuance of the Advisory Agreement for the Funds would be in the best interests of the Funds and their shareholders.
 







77

SCHARF FUNDS


PRIVACY NOTICE

The Funds collect non-public information about you from the following sources:

 Information we receive about you on applications or other forms;
 
 Information you give us orally; and/or
 
 Information about your transactions with us or others.
 
We do not disclose any non-public personal information about our customers or former customers without the customer’s authorization, except as permitted by law or in response to inquiries from governmental authorities. We may share information with affiliated and unaffiliated third parties with whom we have contracts for servicing the Funds.  We will provide unaffiliated third parties with only the information necessary to carry out their assigned responsibilities.  We maintain physical, electronic and procedural safeguards to guard your non-public personal information and require third parties to treat your personal information with the same high degree of confidentiality.
 
In the event that you hold shares of the Funds through a financial intermediary, including, but not limited to, a broker-dealer, bank, or trust company, the privacy policy of your financial intermediary would govern how your non-public personal information would be shared by those entities with unaffiliated third parties.
 








78








(This Page Intentionally Left Blank.)
 










Investment Adviser
Scharf Investments, LLC
5619 Scotts Valley Drive, Suite 140
Scotts Valley, CA 95066

Distributor
Quasar Distributors, LLC
777 East Wisconsin Avenue, 6th Floor
Milwaukee, WI 53202

Custodian
U.S. Bank National Association
Custody Operations
1555 North River Center Drive, Suite 302
Milwaukee, WI 53212

Transfer Agent
U.S. Bancorp Fund Services, LLC
615 East Michigan Street
Milwaukee, WI  53202
(866) 572-4273

Independent Registered Public Accounting Firm
Tait, Weller & Baker LLP
Two Liberty Place
50 South 16th Street, Suite 2900
Philadelphia, PA 19102

Legal Counsel
Schiff Hardin LLP
666 Fifth Avenue, Suite 1700
New York, NY 10103






This report is intended for shareholders of the Funds and may not be used as sales literature unless preceded or accompanied by a current prospectus.  For a current prospectus please call (866)-5SCHARF. Statements and other information herein are dated and are subject to change.
 


Item 2. Code of Ethics.

Not applicable for semi-annual reports.

Item 3. Audit Committee Financial Expert.

Not applicable for semi-annual reports.

Item 4. Principal Accountant Fees and Services.

Not applicable for semi-annual reports.

Item 5. Audit Committee of Listed Registrants.

(a)  Not applicable to registrants who are not listed issuers (as defined in Rule 10A-3 under the Securities Exchange Act of 1934).

(b)  Not Applicable.

Item 6. Investments.

(a)
Schedule of Investments is included as part of the report to shareholders filed under Item 1 of this Form.
 
(b)    Not Applicable.
 
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 9. Purchases of Equity Securities by Closed‑End Management Investment Company and Affiliated Purchasers.

Not applicable to open-end investment companies.

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which shareholders may recommend nominees to the Registrant’s Board of Trustees.

Item 11. Controls and Procedures.

(a)
The Registrant’s President/Chief Executive Officer/Principal Executive Officer and Vice President/Treasurer/Principal Financial Officer have reviewed the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended, (the “Act”)) as of a date within 90 days of the filing of this report, as required by Rule 30a-3(b) under the Act and Rules 13a-15(b) or 15d‑15(b) under the Securities Exchange Act of 1934.  Based on their review, such officers have concluded that the disclosure controls and procedures are effective in ensuring that information required to be disclosed in this report is appropriately recorded, processed, summarized and reported and made known to them by others within the Registrant and by the Registrant’s service provider.

(b)
There were no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable to open-end investment companies.

Item 13. Exhibits.

(a)
(1) Any code of ethics or amendment thereto, that is subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy Item 2 requirements through filing an exhibit. Not applicable.

(2) A separate certification for each principal executive officer and principal financial officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.  Filed herewith.

(3) Any written solicitation to purchase securities under Rule 23c‑1 under the Act sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons.  Not applicable to open-end investment companies.

     (4) Change in the registrant’s independent public accountant.  There was no change in the
      registrant’s independent public accountant for the period covered by this report.

(b)
Certification pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002.  Furnished herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


(Registrant)  Advisors Series Trust 

By (Signature and Title)*    /s/ Jeffrey T. Rauman
Jeffrey T. Rauman, President/Chief Executive
Officer/Principal Executive Officer

Date  6/6/19 



Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)*    /s/ Jeffrey T. Rauman
Jeffrey T. Rauman, President/Chief Executive
Officer/Principal Executive Officer

Date  6/6/19 

By (Signature and Title)*    /s/ Cheryl L. King
Cheryl L. King, Vice President/Treasurer/Principal Financial
Officer

Date  6/6/19 

* Print the name and title of each signing officer under his or her signature.